4//SEC Filing
Tian Ming 4
Accession 0001731122-21-000053
CIK 0001721386other
Filed
Jan 10, 7:00 PM ET
Accepted
Jan 11, 9:41 PM ET
Size
6.9 KB
Accession
0001731122-21-000053
Insider Transaction Report
Form 4
Tian Ming
Director10% Owner
Transactions
- Disposition to Issuer
Common Stock, par value $0.0001
2021-01-07−179,038→ 32,878,265 total(indirect: See footnote.)
Footnotes (3)
- [F1]Disposed of in settlement of 345.63 shares of phantom stock issued under the Landsea Homes Incorporated Phantom Stock Plan in connection with the completion of the merger (the "Merger"), on January 7, 2021 (the "Effective Date"), of the Issuer, LFCA Merger Sub, Inc., a Delaware corporation and a direct, wholly-owned subsidiary of the Issuer, Landsea Homes Incorporated, a Delaware corporation, and Landsea Holdings Corporation, a Delaware corporation, pursuant to the Agreement and Plan of Merger, dated as of August 31, 2020 (the "Merger Agreement"). On the Effective Date, Landsea Holdings Corporation ("Landsea Holdings") disposed of 179,038 shares of the Issuer's common stock, par value $0.0001 per share, in addition to a cash settlement in the amount of $1,753,737.24 for the remainder thereof, in accordance with the Merger Agreement.
- [F2]These shares are beneficially owned by Landsea Holdings, which is 100% indirectly owned by Landsea Green Properties Co. Ltd, of which Ming Tian indirectly beneficially owns approximately 57.8% through his interest in Easycorps Group Limited ("Easycorps"), Greenshield Corporation ("Greenshield"), and Landsea International Holdings Limited ("Landsea International"). Easycorps is wholly-owned by Mr. Tian, and Greenshield is wholly-owned by Landsea International, which in turn is wholly-owned by Landsea Group Co., Ltd., of which Mr. Tian is the controlling shareholder. (continue to footnote 3)
- [F3](continue from footnote 2) Mr. Tian may be deemed to have beneficial ownership of the shares held by Landsea Holdings. Mr. Tian disclaims beneficial ownership of the shares held by Landsea Holdings, except to the extent of his pecuniary interest therein, and the inclusion of these securities in this report shall not otherwise be deemed an admission that Mr. Tian is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
Documents
Issuer
Landsea Homes Corp
CIK 0001721386
Entity typeother
Related Parties
1- filerCIK 0001839961
Filing Metadata
- Form type
- 4
- Filed
- Jan 10, 7:00 PM ET
- Accepted
- Jan 11, 9:41 PM ET
- Size
- 6.9 KB