Key facts
- This page summarizes DAVIDSON KEMPNER CAPITAL MANAGEMENT LP's Form 4 filing for Trinity Place Holdings Inc. (TPHS).
- 1 reported transaction and 0 derivative rows are listed below.
- Accepted by SEC: 07 Feb 2025, 16:05.
DAVIDSON KEMPNER CAPITAL MANAGEMENT LP - 05 Feb 2025 Form 4 Insider Report for Trinity Place Holdings Inc. (TPHS)
- Reporting relationship
- 10%+ Owner
- Issuer ticker
- TPHS
- Reported as of
- 05 Feb 2025
- Net transaction value
- $0
- SEC form
- 4
- Accepted by SEC
- 07 Feb 2025, 16:05:36 UTC
- Prior SEC filing
- 13 Nov 2024
- Next SEC filing
- 05 May 2025
- Source filing
- View source filing
- Reporting owner signature
- /s/ M.H. Davidson & Co., By: M.H. Davidson & Co. GP, L.L.C., its general partner, By: Davidson Kempner Liquid GP Topco LLC, its managing member, By: Anthony A. Yoseloff, its Executive Managing Member
Source evidence
Original filing metadata and source links for verification.
5 source fields
Reporting owner
1 detail
Key filing fact
DAVIDSON KEMPNER CAPITAL MANAGEMENT LP filed Form 4 for Trinity Place Holdings Inc. (TPHS) on 07 Feb 2025.
Change
- Previous filing in this sequence was filed on 13 Nov 2024.
- Current net transaction value: $0.
Research use
- This tells you what this filing adds before you inspect full transaction and derivative tables.
- You can trace every row back to the original SEC filing document.
Evidence
Filed on Form 4
View source filing
Ownership activity is grounded in SEC Form 4 disclosures.
Reported non-derivative transactions
Shares, units, or other non-derivative securities reported in this filing.
TPHS
transaction
Common stock, par value $0.01 per share ("Common Stock")
Other
- Transaction value
- Shares
- -25,862,245
- Change %
- -100%
- Price
- Shares after
- 0
- Date
- 05 Feb 2025
- Ownership
- See footnotes
- Footnotes
- F1, F2, F3, F4, F5
* marks a reported price that did not pass the local price check.
Additional SEC filing notes
Filing notes and footnotes
Section 16 status
DAVIDSON KEMPNER CAPITAL MANAGEMENT LP is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may still apply in specific circumstances.
Explanation of responses 5 footnotes
Footnote F1
On February 5, 2025, Trinity Place Holdings Inc. (the "Issuer") entered into a Stock Purchase Agreement (the "2025 Stock Purchase Agreement") with TPHS Lender (as defined below) and Steel IP Investments, LLC (the "Purchaser"), an affiliate of Steel Partners Holdings L.P., pursuant to which the Purchaser has agreed to purchase from TPHS Lender, and TPHS Lender has agreed to sell to Purchaser, 25,862,245 shares of Common Stock (the "Seller Shares") in accordance with the terms and conditions of the 2025 Stock Purchase Agreement. The aggregate consideration payable to TPHS Lender is $2,586,200 for the Seller Shares and certain agreements pursuant to the 2025 Stock Purchase Agreement. The sale of the Seller Shares is expected to close upon the satisfaction of certain closing conditions as further described in the Current Report on Form 8-K filed by the Issuer with the Securities and Exchange Commission on February 5, 2025.
Footnote F2
The securities reported on this line were held directly by TPHS Lender LLC, a Delaware limited liability company ("TPHS Lender").
Footnote F3
Midtown Acquisitions GP LLC, a Delaware limited liability company ("Midtown GP"), is the manager of TPHS Lender. Anthony A. Yoseloff serves as the Executive Managing Member of Midtown GP. Gabriel T. Schwartz and Patrick W. Dennis are Co-Deputy Executive Managing Members of Midtown GP. Joshua D. Morris, Morgan P. Blackwell, Conor Bastable and Suzanne K. Gibbons serve as Managers of Midtown GP. (Continued in footnote 4)
Footnote F4
Davidson Kempner Capital Management LP ("DKCM"), a Delaware limited partnership and a registered investment adviser with the U.S. Securities and Exchange Commission (the "SEC"), acts as investment manager of the ultimate members of TPHS Lender. DKCM GP LLC, a Delaware limited liability company, is the general partner of DKCM. The managing members of DKCM are Anthony A. Yoseloff, Conor Bastable, Shulamit Leviant, Morgan P. Blackwell, Patrick W. Dennis, Gabriel T. Schwartz, Zachary Z. Altschuler, Joshua D. Morris and Suzanne K. Gibbons. Mr. Anthony A. Yoseloff, through DKCM, is responsible for the voting and investment decisions relating to the securities held by TPHS Lender.
Footnote F5
The filing of this statement shall not be deemed an admission that any of the Reporting Persons is the beneficial owner of the securities reported herein for purposes of Section 16 of the Securities Act of 1934, as amended, or otherwise. Each of the Reporting Persons expressly disclaims beneficial ownership of the securities reported herein except to the extent of its or his pecuniary interest therein, if any.