STEEL PARTNERS HOLDINGS L.P. - 18 Feb 2025 Form 3 Insider Report for Trinity Place Holdings Inc. (TPHS)

Source evidence Original filing metadata and source links for verification. 5 source fields
SEC form
3
Accepted by SEC
21 Feb 2025, 16:26:11 UTC
Prior SEC filing
06 Jan 2025
Next SEC filing
14 Nov 2025
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
By: Steel Partners Holdings L.P., By: Steel Partners Holdings GP Inc., General Partner, By: /s/ Maria Reda, Secretary

Key filing fact

STEEL PARTNERS HOLDINGS L.P. filed Form 3 for Trinity Place Holdings Inc. (TPHS) on 21 Feb 2025.

Key facts

  • This page summarizes STEEL PARTNERS HOLDINGS L.P.'s Form 3 filing for Trinity Place Holdings Inc. (TPHS).
  • 0 reported transactions and 0 derivative rows are listed below.
  • Accepted by SEC: 21 Feb 2025, 16:26.

Change

  • Previous filing in this sequence was filed on 06 Jan 2025.
  • 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

Official SEC source

Ownership activity is grounded in SEC Form 3 disclosures.

View source filing

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

TPHS holding

Common Stock

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
26,162,245
Date
18 Feb 2025
Ownership
By Steel IP Investments, LLC
Footnotes
F1, F2, F3
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Explanation of responses 3 footnotes

Footnote F1

This Form 3 is filed jointly by Steel Partners Holdings L.P. ("Steel Holdings"), SPH Group LLC ("SPHG"), SPH Group Holdings LLC ("SPHG Holdings"), Steel Partners Holdings GP Inc. ("Steel Holdings GP"), Steel Excel Inc. ("Steel Excel") and Steel IP Investments, LLC ("Steel IP") (collectively, the "Reporting Persons"). Steel Holdings owns a majority of the membership interests of SPHG. SPHG is the sole member of SPHG Holdings. Steel Holdings GP is the general partner of Steel Holdings, the managing member of SPHG and the manager of SPHG Holdings. SPHG Holdings owns a majority of the outstanding shares of common stock of Steel Excel. Steel Excel owns 100% of the membership interests of Steel IP. Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group that collectively owns more than 10% of the Issuer's outstanding shares of Common Stock (the "Shares").

Footnote F2

Represents (i) 25,862,245 Shares acquired by Steel IP from TPHS Lender LLC ("Seller") in a private secondary transaction pursuant to that certain Stock Purchase Agreement by and among the Issuer, Steel IP and Seller and (ii) 300,000 Shares acquired by Steel IP in an additional simultaneous private secondary transaction.

Footnote F3

Represents securities owned directly by Steel IP. By virtue of their relationships with Steel IP discussed in Footnote 1, each of Steel Holdings, SPHG, SPHG Holdings, Steel Holdings GP and Steel Excel may be deemed to beneficially own the securities owned directly by Steel IP. Each of the Reporting Persons disclaims beneficial ownership of the securities held by Steel IP except to the extent of any pecuniary interest therein and this report shall not be deemed an admission that any Reporting Person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.

SEC remarks

Each of the Reporting Persons may be deemed a "director by deputization" due to their relationship with certain of the directors serving on the board of directors of the Issuer.

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