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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction 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 (Month/Day/Year) |
7. Title and Amount of Underlying Securities (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) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Tesoriere Steven Vincent 7550 WISCONSIN AVENUE, 9TH FLOOR BETHESDA, MD 20814 |
X |
/s/ Steven V. Tesoriere | 08/05/2015 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | These shares of the Issuer's Class A Common Stock ("Shares") were acquired on August 5, 2015 in exchange for Class D units of TerraForm Global, LLC ("Class D Units"). Each Class D Unit converted into a number of Shares equal to the quotient of (i) the aggregate original cash purchase price of such Class D Units and (ii) 90% of the initial per share public offering price of the Shares. |
(2) | These Shares are held by Altai Capital Terrapin, L.P. ("Terrapin"). Altai Capital Group, LLC ("ACG") serves as the general partner of Terrapin. Altai Capital Management, L.P. (the "Investment Manager") serves as investment manager to Terrapin. Altai Capital Management, LLC ("IMGP") serves as the general partner of Investment Manager. Mr. Tesoriere serves as managing principal of Investment Manager and is a member of both ACG and IMGP. |
(3) | Altai Capital SLP LLC ("SLP") may be deemed to have a pecuniary interest in certain of these Shares, which are held by a third-party investment vehicle. Mr. Tesoriere is a managing member of SLP. |
(4) | Mr. Tesoriere disclaims beneficial ownership of these Shares except to the extent of his pecuniary interest therein, and the inclusion of these Shares in this report shall not be deemed an admission of beneficial ownership of all of the reported Shares for purposes of Section 16 or any other purpose. |