SCHULER RESIDENTIAL INC 3/A
3/A · SCHULER RESIDENTIAL INC · Filed Apr 25, 2001
Insider Transaction Report
Form 3
No transactions or holdings reported in this filing.
Footnotes (2)
- [1]The Reporting Person exercises sole voting and dispositive control over all securities held by Blackacre-WPH, LLC ("Blackacre"), which is a member of WPH-Schuler LLC. WPH-Schuler LLC holds 18,754,727 shares of Class B common stock of the issuer. The Reporting Person disclaims beneficial ownership of all shares of Class B common stock in which he does not have a pecuniary interest, and this report shall not be deemed an admission that such person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose. Each share of Class B common stock held by WPH-Schuler LLC is convertible into one share of Class A common stock of the issuer, as discussed in Footnote (2). The Reporting Person may be deemed to be a member of a Section 13(d) group that beneficially owns more than 10% of the issuer's outstanding Class A common stock. The Reporting Person disclaims beneficial ownership of Class A common stock owned or deemed beneficially owned by other members of the group.
- [2]The Class B common stock beneficially owned by the Reporting Persons will be convertible into Class A common stock no earlier than January 3, 2002, and after such time will be convertible only upon the occurrence of certain conditions. No additional consideration will be paid to convert the Class B common stock into Class A common stock.