5//SEC Filing
Oaktree Capital Group, LLC 5
Accession 0000899243-17-004123
$OAK-PACIK 0001403528operating
Filed
Feb 13, 7:00 PM ET
Accepted
Feb 14, 9:12 PM ET
Size
12.0 KB
Accession
0000899243-17-004123
Insider Transaction Report
Form 5
KIRCHHEIMER DAVID M
DirectorCFO, CAO and Principal
Transactions
- Gift
OCGH Units
2016-11-16−197,098→ 0 total(indirect: By Trust)→ Class A Units (197,098 underlying) - Gift
OCGH Units
2016-11-16+197,098→ 197,098 total(indirect: By Trust)→ Class A Units (197,098 underlying)
Holdings
- 1,222,746
OCGH Units
→ Class A Units (1,222,746 underlying)
Footnotes (4)
- [F1]This Form 5 has been filed to report a transfer of 197,098 limited partnership units ("OCGH units") of Oaktree Capital Group Holdings, L.P. ("OCGH") in the aggregate by a grantor retained annuity trust to certain trusts controlled by Mr. Kirchheimer in his capacity as trustee (the "Kirchheimer Trusts") in accordance with the terms of the grantor retained annuity trust. The OCGH units transferred by the grantor retained annuity trust had previously been reported as directly owned by Mr. Karsh. [For the avoidance of doubt, following such transactions, there was no change in the aggregate number of OCGH units beneficially owned by Mr. Kirchheimer.]
- [F2]Each OCGH unit represents a limited partnership interest in OCGH. Pursuant to an exchange agreement and subject to certain restrictions, including the approval of the exchange by the Issuer's board of directors, each holder of OCGH units has the right to exchange his or her vested OCGH units for, at the option of the Issuer's board of directors, Class A units on a one-for-one basis, an equivalent amount of cash based on then-prevailing market prices, other consideration of equal value or any combination of the foregoing, with adjustments, as applicable, to account for the disproportionate sharing among certain OCGH unitholders of the historical incentive income of certain of the Issuer's closed-end funds that held their final closing before the Issuer's May 2007 restructuring. (Continued in footnote 3)
- [F3]The adjustments will be made pursuant to the OCGH limited partnership agreement to account for the fact that, as a result of the May 2007 restructuring, the interests of certain OCGH unitholders in historical incentive income are disproportionately larger or smaller than their pro rata interest in the Issuer's business, depending on when the unitholder's interest in the Issuer's business was acquired.
- [F4]This balance represents the number of OCGH units held by Mr. Kirchheimer as of the date of this filing[, including OCGH units held by Mr. Kirchheimer in one or more grantor retained annuity trusts]. Mr. Kirchheimer disclaims beneficial ownership of the OCGH units reported on this Form 5, except to the extent of his pecuniary interest therein.
Documents
Issuer
Oaktree Capital Group, LLC
CIK 0001403528
Entity typeoperating
IncorporatedDE
Related Parties
1- filerCIK 0001403528
Filing Metadata
- Form type
- 5
- Filed
- Feb 13, 7:00 PM ET
- Accepted
- Feb 14, 9:12 PM ET
- Size
- 12.0 KB