Michael W. Vranos - Jul 2, 2024 Form 4 Insider Report for Ellington Financial Inc. (EFC)

Signature
/s/ Alaael-Deen H. Shilleh, attorney-in-fact for Michael W. Vranos
Stock symbol
EFC
Transactions as of
Jul 2, 2024
Transactions value $
-$71,508
Form type
4
Date filed
7/3/2024, 04:53 PM
Previous filing
Jun 18, 2024
Next filing
Oct 16, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction EFC Common Stock Sale -$71.5K -5.9K -3.18% $12.12 180K Jul 2, 2024 In Trusts F4
holding EFC Common Stock 927K Jul 2, 2024 See Footnote F1
holding EFC Common Stock 1.89M Jul 2, 2024 See footnote F2
holding EFC Common Stock 38.8K Jul 2, 2024 In Trust F3

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
holding EFC LTIP Units 319K Jul 2, 2024 Common Stock 319K See footnote F5, F6
holding EFC Common Units 28.5K Jul 2, 2024 Common Stock 28.5K See footnote F7, F8
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Of these 927,141 shares of common stock of the Ellington Financial Inc. (the "Company"), $0.001 par value per share ("Common Stock"), 842,221 of them are owned directly by EMG Holdings, L.P. ("EMGH") and 84,920 of them are directly owned by Ellington Financial Management LLC ("EFM"). VC Investments LLC ("VC") is the general partner of EMGH and EMGH is the managing member of EFM. Michael W. Vranos is the managing member of, and holds a controlling interest in, VC. Mr. Vranos and VC together share the power to direct the voting and disposition of shares of Common Stock held by EMGH and EFM, and may be regarded as the beneficial owners of the shares of Common Stock. Each of Michael W. Vranos and VC disclaims beneficial ownership of any shares of Common Stock owned beneficially or of record by each other except to the extent of its or his pecuniary interest therein.
F2 Mr. Vranos is the managing member of the Estate Planning Entity ("EPE"). Shares of Common Stock held by the EPE include 409,879 shares of Common Stock previously held directly by Mr. Vranos and 90,757 shares of Common Stock previously held by a family trust of which Mr. Vranos is the settlor.
F3 These 38,759 shares of Common Stock are held by an entity owned by a family trust of which Laurence Penn is a settlor and for which Mr. Vranos serves as a trustee (the "Penn Family Trust"). Mr. Vranos has certain consent rights with respect to transfers of shares of Common Stock held by the Penn Family Trust. Mr. Vranos disclaims any pecuniary interest in the shares of Common Stock held by the Penn Family Trust.
F4 These shares of Common Stock are held in family trusts established by EMGH partners (other than Mr. Vranos) for which Mr. Vranos acts as trustee. One of the trusts, in which Mr. Vranos has sole voting power, owns 91,822 shares of Common Stock, and did not participate in these reported sales. The other trusts, in which Mr. Vranos has shared voting power, hold the remaining shares of Common Stock; the decision to enter into the reported transactions was made by another trustee who shares voting power in the selling trust with Mr. Vranos. The total holdings in these trusts have been adjusted to reflect an inadvertent error in prior Forms 4.
F5 Represents a separate non-voting class of limited liability company interests ("OP LTIP Units") of EFCOP. Each OP LTIP Unit is convertible into a Common Unit on a one-for-one basis. Subject to certain conditions, the Common Units are redeemable by the holder for an equivalent number of shares of Common Stock or for the cash value of such shares of Common Stock, at the Company's election.
F6 These OP LTIP Units are held by EMGH. Mr. Vranos and VC together share the power to direct the voting and disposition of OP LTIP Units held by EMGH, and may be regarded as the beneficial owners of the OP LTIP Units. Each of Mr. Vranos and VC disclaims beneficial ownership of any OP LTIP Units owned beneficially or of record by each other except to the extent of his or its pecuniary interest therein.
F7 Represents a class of limited liability company interests ("Common Units") of Ellington Financial Operating Partnership LLC ("EFCOP"), the operating partnership of the Company. Subject to certain conditions, the Common Units are redeemable by the holder for an equivalent number of shares of Common Stock or for the cash value of such shares of Common Stock, at the Company's election.
F8 The remaining 28,521 Common Units are held by EMGH. Mr. Vranos and VC together share the power to direct the voting and disposition of Common Units held by EMGH, and may be regarded as the beneficial owners of the Common Units. Each of Mr. Vranos and VC disclaims beneficial ownership of any Common Units owned beneficially or of record by each other except to the extent of his or its pecuniary interest therein.