Statement of Changes in Beneficial Ownership (4)
31 August 2021 - 11:44PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
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BAUER DOUGLAS F. |
2. Issuer Name and Ticker or Trading Symbol
Tri Pointe Homes, Inc.
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TPH
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Chief Executive Officer |
(Last)
(First)
(Middle)
C/O TRI POINTE HOMES, INC., 940 SOUTHWOOD BLVD, SUITE 200 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
8/27/2021 |
(Street)
INCLINE VILLAGE, NV 89451
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock | 8/27/2021 | | M | | 6416 | A | $17 | 144999 | D | |
Common Stock | 8/27/2021 | | M | | 52854 | A | $16.17 | 197853 | D | |
Common Stock | 8/27/2021 | | S | | 59270 | D | $24.18 (1) | 138583 | D | |
Common Stock | 8/27/2021 | | S | | 200000 | D | $24.14 (2) | 462693 | I | See Note (3) |
Common Stock | 8/30/2021 | | S | | 30787 | D | $24.11 (4) | 431906 | I | See Note (3) |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Stock Option (Right to Buy) | $17.0 | 8/27/2021 | | M | | | 6416 | (5) | 1/30/2023 | Common Stock | 6416.0 | $0 | 0 | D | |
Stock Option (Right to Buy) | $16.17 | 8/27/2021 | | M | | | 52854 | (6) | 4/7/2024 | Common Stock | 52854.0 | $0 | 0 | D | |
Explanation of Responses: |
(1) | The sales price is a weighted average price. The shares were sold in multiple transactions ranging from $24.10 to $24.31, inclusive. The reporting person undertakes to provide Tri Pointe Homes, Inc. or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range. |
(2) | The sales price is a weighted average price. The shares were sold in multiple transactions ranging from $24.10 to $24.29, inclusive. The reporting person undertakes to provide Tri Pointe Homes, Inc. or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range. |
(3) | By The Bauer Revocable Trust. |
(4) | The sales price is a weighted average price. The shares were sold in multiple transactions ranging from $24.10 to $24.15, inclusive. The reporting person undertakes to provide Tri Pointe Homes, Inc. or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range. |
(5) | On January 30, 2013, Mr. Bauer was granted an option to purchase a total of 94,067 shares of common stock, which vested in three equal installments on January 30, 2014, 2015 and 2016. |
(6) | On April 7, 2014, Mr. Bauer was granted an option to purchase a total of 52,854 shares of common stock, which vested in three equal installments on April 7, 2015, 2016 and 2017. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
BAUER DOUGLAS F. C/O TRI POINTE HOMES, INC. 940 SOUTHWOOD BLVD, SUITE 200 INCLINE VILLAGE, NV 89451 | X |
| Chief Executive Officer |
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Signatures
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/s/ Glenn J. Keeler, attorney-in-fact | | 8/31/2021 |
**Signature of Reporting Person | Date |
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