Houssian Joe 4
4 · Taylor Morrison Home Corp · Filed Apr 17, 2013
Insider Transaction Report
Form 4
Houssian Joe
Director
Transactions
- Exercise of In-Money
COMMON PARTNERSHIP UNITS AND CLASS B COMMON STOCK
2013-04-15$20.68/sh−604,449$12,500,005→ 604,448 total(indirect: SEE EXPLANATION OF RESPONSES)→ CLASS A COMMON STOCK (604,449 underlying) - Exercise of In-Money
PUT/CALL OPTION (RIGHT/OBLIGATION TO SELL)
2013-04-15−604,449→ 0 total(indirect: SEE EXPLANATION OF RESPONSES)Exercise: $20.68→ CLASS A COMMON STOCK (604,449 underlying)
Footnotes (4)
- [F1]JHI Holding Limited Partnership ("JHI") holds an aggregate of 604,448 common partnership units (the "New TMM Units") of TMM Holdings II Limited Partnership ("New TMM") and 604,448 shares of Class B Common Stock (the "Class B Shares") of Taylor Morrison Home Corporation (the "Issuer"). Pursuant to the terms of the Exchange Agreement dated as of April 9, 2013, JHI may exchange all or a portion of its New TMM Units (along with an equal number of its Class B Shares) at any time for shares of Class A Common Stock of the Issuer on a one-for-one basis.
- [F2]Pursuant to the terms of a Put/Call Agreement dated as of April 9, 2013, JHI has the option to require the Issuer to purchase, and the Issuer has the right to require JHI to sell, in each case exercisable at any time on or after April 15, 2013 up to June 30, 2013, 604,449 Class B Shares together with a corresponding number of New TMM Units at $20.68 per share.
- [F3]On April 15, 2013, the Issuer exercised its right to require JHI to sell 604,449 Class B Shares together with a corresponding number of New TMM Units at $20.68 per share.
- [F4]Includes New TMM Units and Class B Shares held by JHI, of which the sole limited partner is JSH Investment Corporation and the general partner is JHI Advisory Ltd. The sole shareholder of JHI Advisory Ltd. is JH Investments Inc. The sole shareholder of JH Investments Inc. is Joe S. Houssian. Joe S. Houssian is the sole director of JHI Advisory Ltd., JSH Investment Corporation and JH Investments Inc.