Neibart Lee S 4
4 · RETAIL OPPORTUNITY INVESTMENTS CORP · Filed Feb 5, 2013
Insider Transaction Report
Form 4
Neibart Lee S
Director10% Owner
Transactions
- Tax Payment
Common Stock, par value $0.0001 per share
2013-02-01$13.13/sh−7,311,500$95,999,995→ 688,500 total(indirect: See footnote) - Exercise of In-Money
Common Stock, par value $0.0001 per share
2013-02-01$12.00/sh+8,000,000$96,000,000→ 8,000,000 total(indirect: See footnote) - Exercise of In-Money
Warrant (right to buy)
2013-02-01−8,000,000→ 0 total(indirect: See footnote)Exercise: $12.00From: 2009-10-20→ Common Stock (8,000,000 underlying)
Holdings
- 5,000
Common Stock, par value $0.0001 per share
Footnotes (3)
- [F1]On February 1, 2013, NRDC Capital Management, LLC ("NRDC") exercised warrants to purchase 8,000,000 shares of the Issuer's Common Stock. NRDC paid the exercise price on a cashless basis, resulting in the Issuer withholding 7,311,500 of the shares to pay the exercise price and issuing to NRDC the remaining 688,500 shares.
- [F2]NRDC was the direct owner of 8,000,000 warrants to acquire shares of the Issuer's Common Stock. William L. Mack, Robert C. Baker, Richard A. Baker and Lee S. Neibart, as the sole members and managers of NRDC, may be deemed to be the beneficial owners of the shares of the Issuer's Common Stock held by NRDC.
- [F3]The warrants expire on the earlier of (i) October 23, 2014 and (ii) the date of redemption of the warrants by the Issuer pursuant to the Warrant Agreement dated as of October 17, 2007, as supplemented and amended by the Supplement & Amendment to the Warrant Agreement dated as of October 20, 2009.