Sam Levinson - Oct 22, 2024 Form 4 Insider Report for Five Point Holdings, LLC (FPH)

Role
Director
Signature
/s/ Mike Alvarado, as attorney-in-fact
Stock symbol
FPH
Transactions as of
Oct 22, 2024
Transactions value $
$70,099,359
Form type
4
Date filed
10/24/2024, 08:36 PM
Previous filing
Oct 23, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction FPH Class A common shares Purchase $10.3M +3.28M +111.81% $3.15 6.22M Oct 22, 2024 See Footnote F1
transaction FPH Class A common shares Award $0 +10.7K $0.00 10.7K Oct 23, 2024 Direct F2

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
transaction FPH Class B common shares Purchase $17.1K +19M $0.00* 19M Oct 22, 2024 Class A common shares 5.69K See Footnote F3, F4
transaction FPH Class A units of Five Point Operating Company, LP Purchase $22.4M +7.1M $3.15 7.1M Oct 22, 2024 Class A common shares 7.1M See Footnote F3, F4
transaction FPH Class A units of The Shipyard Communities, LLC Purchase $37.4M +11.9M $3.15 11.9M Oct 22, 2024 Class A common shares 11.9M See Footnote F3, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The Class A common shares are owned by GFFP Holdings, LLC (GFFP). GF GW II, LLC (GF GW) is the managing member of GFFP, and Mr. Levinson is a managing member of GF GW. By virtue of these relationships, Mr. Levinson may be deemed to beneficially own the Class A common shares owned by GFFP.
F2 This award represents an award pursuant to the Company's director compensation program, prorated for service through the end of 2024. Mr. Levinson was granted restricted shares that will vest on December 31, 2024, subject to his continued service with the Company through such vesting date.
F3 Class A units of The Shipyard Communities, LLC (San Francisco Venture) are exchangeable for Class A units of Five Point Operating Company, LP (Operating Company) on a one-for-one basis. Holders of Class A units of the Operating Company may exchange their units for, at the Company's option, either Class A common shares on a one-for-one basis or an equivalent amount in cash based on the then prevailing market price of the Class A common shares. When the Company acquires Class A units of the Operating Company, whether for Class A common shares or for cash, an equivalent number of the exchanging holder's Class B common shares will automatically convert into Class A common shares, with each Class B common share convertible into 0.0003 Class A common shares.
F4 The Class B common shares, Class A units of the Operating Company and Class A units of the San Francisco Venture are owned by GFFP. By virtue of the relationships described in footnote 1, Mr. Levinson may be deemed to beneficially own the securities owned by GFFP.