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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 | |
RTLC Management, LLC 260 EAST BROWN STREET, SUITE 380 BIRMINGHAM, MI 48009 |
X | |||
Giampetroni John 260 EAST BROWN STREET, SUITE 380 BIRMINGHAM, MI 48009 |
X | |||
RIZVI SUHAIL 260 EAST BROWN STREET, SUITE 380 BIRMINGHAM, MI 48009 |
X | |||
Compliance Matter Services, LLC 260 EAST BROWN STREET, SUITE 380 BIRMINGHAM, MI 48009 |
X | |||
Institutional Associates Fund II, LLC 260 EAST BROWN STREET, SUITE 380 BIRMINGHAM, MI 48009 |
X | |||
Institutional Associates Fund, LLC 260 EAST BROWN STREET, SUITE 380 BIRMINGHAM, MI 48009 |
X | |||
IAF Manager, LLC 260 EAST BROWN STREET, SUITE 380 BIRMINGHAM, MI 48009 |
X | |||
RT Treetops, LLC 260 EAST BROWN STREET, SUITE 380 BIRMINGHAM, MI 48009 |
X | |||
RTLC Management V, LLC 260 EAST BROWN STREET, SUITE 380 BIRMINGHAM, MI 48009 |
X |
/s/ Viqar Shariff, Vice President, RTLC Management, LLC | 05/08/2014 | |
**Signature of Reporting Person | Date | |
/s/ John Giampetroni | 05/08/2014 | |
**Signature of Reporting Person | Date | |
/s/ Suhail Rizvi | 05/08/2014 | |
**Signature of Reporting Person | Date | |
/s/ Viqar Shariff, Vice President of RTLC Management, LLC, the Manager of Compliance Matter Services, LLC | 05/08/2014 | |
**Signature of Reporting Person | Date | |
/s/ Viqar Shariff, Vice President of RTLC Management, LLC, the Manager of Institutional Associates Fund II, LLC | 05/08/2014 | |
**Signature of Reporting Person | Date | |
/s/ Viqar Shariff, Vice President of RTLC Management, LLC, the Sole Member of IAF Manager, LLC | 05/08/2014 | |
**Signature of Reporting Person | Date | |
/s/ Viqar Shariff, Vice President of RTLC Management, LLC, the Sole Member of IAF Manager, LLC, the Manager of Institutional Associates Fund, LLC | 05/08/2014 | |
**Signature of Reporting Person | Date | |
/s/ Viqar Shariff, Vice President of RTLC Management, LLC, the Sole Member of RTLC Management V, LLC | 05/08/2014 | |
**Signature of Reporting Person | Date | |
/s/ Viqar Shariff, Vice President of RTLC Management, LLC, the Sole Member of RTLC Management V, LLC, the Manager of RT Treetops, LLC | 05/08/2014 | |
**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) | Transactions reported on this form represent pro rata liquidating distributions, and not a purchase or sale of securities, by RTLC Management, LLC, Compliance Matter Services, LLC, Institutional Associates Fund II, LLC, Institutional Associates Fund, LLC and RT Treetops, LLC to their respective members without consideration. |
(2) | Shares held directly by Compliance Matter Services, LLC. RTLC Management, LLC (the manager of Compliance Matter Services, LLC), and John Giampetroni and Suhail Rizvi (the managers of RTLC Management, LLC) have sole voting and investment power over the securities held by Compliance Matter Services, LLC. Such persons and entities disclaim beneficial ownership of shares held by Compliance Matter Services, LLC except to the extent of any pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes. |
(3) | Shares held directly by Institutional Associates Fund II, LLC. RTLC Management, LLC (the manager of Institutional Associates Fund II, LLC), and John Giampetroni and Suhail Rizvi (the managers of RTLC Management, LLC) have sole voting and investment power over the securities held by Institutional Associates Fund II, LLC. Such persons and entities disclaim beneficial ownership of shares held by Institutional Associates Fund II, LLC except to the extent of any pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes. |
(4) | Shares held directly by Institutional Associates Fund, LLC. RTLC Management, LLC (the sole member of IAF Manager, LLC, which is the manager of Institutional Associates Fund, LLC), and John Giampetroni and Suhail Rizvi (the managers of RTLC Management, LLC) have sole voting and shared investment power over the securities held by Institutional Associates Fund, LLC. Such persons and entities disclaim beneficial ownership of shares held by Institutional Associates Fund, LLC except to the extent of any pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes. |
(5) | Shares held directly by RT Treetops, LLC. RTLC Management, LLC (the sole member of RTLC Management V, LLC, which is the manager of RT Treetops, LLC), and John Giampetroni and Suhail Rizvi (the managers of RTLC Management, LLC) have sole voting and shared investment power over the securities held by RT Treetops, LLC. Such persons and entities disclaim beneficial ownership of shares held by RT Treetops, LLC except to the extent of any pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes. |
Remarks: This report is filed as one of three to report related transactions for the following filers: RTLC Management, LLC; John Giampetroni; Suhail Rizvi; Compliance Matter Services, LLC; Institutional Associates Fund, LLC; Institutional Associates Fund II, LLC; RT-FF SM, LLC; RT-FF SM II, LLC; RT Morningside, LLC; RT Morningside II, LLC; RT EA, LLC; RT Kendall, LLC; RT Kingdom, LLC; RT Spartan III, LLC; RT Treetops, LLC; RTLC Management III, LLC; RTLC Management IV, LLC; RTLC Management V, LLC; RTLC Management VI, LLC; and IAF Manager, LLC. In prior filings for the issuer, certain individual managers of RTLC Management, LLC, Compliance Matter Services, LLC, Institutional Associates Fund II, LLC, Institutional Associates Fund, LLC, and RT Treetops, LLC were included as reporting persons. These individuals are not beneficial owners of shares amounting to 10% or more of the issuer and are therefore not required to report on this or future filings. |