4//SEC Filing
Capasse Thomas E 4
Accession 0001104659-23-092702
CIK 0001527590other
Filed
Aug 15, 8:00 PM ET
Accepted
Aug 16, 6:05 PM ET
Size
13.9 KB
Accession
0001104659-23-092702
Insider Transaction Report
Form 4
Capasse Thomas E
DirectorCEO and CIO
Transactions
- Will/Inheritance
Common Stock
2023-08-14+26,623→ 26,623 total(indirect: By Trust) - Sale
Common Stock
2023-08-15$10.70/sh−26,623$284,866→ 0 total(indirect: By Trust) - Will/Inheritance
Common Stock
2023-08-14−26,623→ 0 total(indirect: By Trust)
Holdings
- 20,000
6.50% Series E Cumulative Redeemable Preferred Stock
- 309,925
Common Stock
- 91,994(indirect: By Waterfall)
Common Stock
Footnotes (6)
- [F1]Prior to the death of the Reporting Person's father, these shares were held in a trust for the benefit of the Reporting Person's father, and the Reporting Person's father was trustee of the trust. In connection with the Reporting Person's father's death, the shares were transferred to an irrevocable family trust of which the Reporting Person is trustee and members of the Reporting Person's immediate family are beneficiaries. The Reporting Person disclaims beneficial ownership of these securities except to the extent of any pecuniary interest, and the filing of this report is not an admission that the Reporting Person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.
- [F2]Reflects the liquidation of the trust in connection with the death of the Reporting Person's father. The Reporting Person disclaims beneficial ownership of these securities except to the extent of any pecuniary interest, and the filing of this report is not an admission that the Reporting Person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.
- [F3]Reflects the weighted average sale price. The Reporting Person effected multiple same-way open market sale transactions on the same day at different prices through a trade order executed by a broker dealer. The Reporting Person reported on a single line all such transactions that occurred within a one-dollar price range. The Reporting Person hereby undertakes to provide upon request by the Securities and Exchange Commission staff, the Issuer, or a shareholder of the Issuer, full information regarding the number of shares sold at each separate price. The range of prices for such transaction is $10.66 to $10.77.
- [F4]Upon the occurrence of a Change of Control (as defined in the Articles Supplementary relating to the Series E Preferred Stock) of the Issuer, the Reporting Person will have the right to convert the shares of Series E Preferred Stock into a number of shares of common stock of the Issuer per share of Series E Preferred Stock equal to the lesser of (A) the quotient obtained by dividing (i) the sum of (x) the $25.00 liquidation preference plus (y) the amount of any accrued and unpaid dividends by (ii) the Common Stock Price (as defined in the Articles Supplementary relating to the Series E Preferred Stock) and (B) 3.2916, subject to certain adjustments indicated in the Articles Supplementary relating to the Series E Preferred Stock.
- [F5]These shares represent the 91,994 shares of Common Stock of the Issuer out of the 305,124 and 8,869 total shares of Common Stock owned by the Manager and its affiliate, Waterfall Management, LLC ("WM" and together with the Manager, "Waterfall"), respectively, based on the Reporting Person's percentage of direct ownership interests in Waterfall.
- [F6]WM serves as the general partner of Sutherland REIT Holdings, LP (the "Partnership") and may be deemed to be the beneficial owner of the shares of Common Stock that are held by the Partnership. In addition, the Reporting Person is a principal of the Manager and may be deemed to share voting and investment power over the 11,430,546 shares of Common Stock held by the Partnership.
Documents
Issuer
Ready Capital Corp
CIK 0001527590
Entity typeother
Related Parties
1- filerCIK 0001469065
Filing Metadata
- Form type
- 4
- Filed
- Aug 15, 8:00 PM ET
- Accepted
- Aug 16, 6:05 PM ET
- Size
- 13.9 KB