Statement of Changes in Beneficial Ownership (4)
October 29 2014 - 6:36PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b).
|
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
|
OMB APPROVAL
OMB Number:
3235-0287
Estimated average burden
hours per response...
0.5
|
|
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
|
|
1. Name and Address of Reporting Person
*
Brickman James R.
|
2. Issuer Name
and
Ticker or Trading Symbol
Green Brick Partners, Inc.
[
GRBK
]
|
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__
X
__ Director
_____ 10% Owner
__
X
__ Officer (give title below)
_____ Other (specify below)
Chief Executive Officer
|
(Last)
(First)
(Middle)
3131 HARVARD AVENUE, SUITE 104
|
3. Date of Earliest Transaction
(MM/DD/YYYY)
10/27/2014
|
(Street)
DALLAS, TX 75205
(City)
(State)
(Zip)
|
4. If Amendment, Date Original Filed
(MM/DD/YYYY)
|
6. Individual or Joint/Group Filing
(Check Applicable Line)
_
X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
|
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
|
1.Title of Security
(Instr. 3)
|
2. Trans. Date
|
2A. Deemed Execution Date, if any
|
3. Trans. Code
(Instr. 8)
|
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
|
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
|
6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
|
7. Nature of Indirect Beneficial Ownership (Instr. 4)
|
Code
|
V
|
Amount
|
(A) or (D)
|
Price
|
Common Stock
|
10/27/2014
|
|
A
(1)
(2)
(3)
|
|
1479506
|
A
|
(1)
(2)
(3)
|
1479506
|
D
|
|
Common Stock
|
10/27/2014
|
|
A
(1)
(2)
(3)
|
|
93468
|
A
|
(1)
(2)
(3)
|
93468
|
I
|
By L. Loraine Brickman Revocable Trust
|
Common Stock
|
10/27/2014
|
|
A
(1)
(2)
(3)
|
|
93468
|
A
|
(1)
(2)
(3)
|
93468
|
I
|
By Roger E. Brickman GST Marital Trust
|
Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
|
1. Title of Derivate Security
(Instr. 3)
|
2. Conversion or Exercise Price of Derivative Security
|
3. Trans. Date
|
3A. Deemed Execution Date, if any
|
4. Trans. Code
(Instr. 8)
|
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
|
6. Date Exercisable and Expiration Date
|
7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
|
8. Price of Derivative Security
(Instr. 5)
|
9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
|
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
|
11. Nature of Indirect Beneficial Ownership (Instr. 4)
|
Code
|
V
|
(A)
|
(D)
|
Date Exercisable
|
Expiration Date
|
Title
|
Amount or Number of Shares
|
Option (right to buy)
|
$7.4861
|
10/27/2014
|
|
A
(1)
(2)
(3)
|
|
500000
|
|
(4)
|
10/27/2024
|
Common Stock
|
500000
|
(1)
(2)
(3)
|
500000
|
D
|
|
Explanation of Responses:
|
(
1)
|
Pursuant the Transaction Agreement (the "Transaction Agreement"), dated as of June 10, 2014, by and among BioFuel Energy Corp. (the "Issuer") and the entities listed on Schedule I and Schedule II of the Transaction Agreement, on October 27, 2014, James R. Brickman indirectly sold interests in certain entities listed in the Transaction Agreement to the Issuer and as partial consideration for the sale of such interests, Mr. Brickman acquired beneficial ownership of 1,479,506 shares of common stock of the Issuer, the L. Loraine Brickman Revocable Trust (the "Revocable Trust") acquired beneficial ownership of 93,468 shares of common stock of the Issuer, and the Roger E. Brickman GST Marital Trust acquired beneficial ownership of 93,468 shares of common stock of the Issuer. (continued in footnote 2)
|
(
2)
|
Mr. Brickman may be deemed to indirectly beneficially own the shares of common stock of the Issuer directly held by the Revocable Trust and the Marital Trust by virtue of his position as a co-trustee of the Revocable Trust and the Marital Trust. Mr. Brickman disclaims beneficial ownership of the shares of common stock of the Issuer directly held by the Revocable Trust and the Marital Trust except to the extent of his pecuniary interest therein, and this report shall not be deemed an admission that Mr. Brickman is the beneficial owner of such securities for purposes of Section 16 or any other purpose. Upon the consummation of the transactions pursuant to the Transaction Agreement, Mr. Brickman became a member of the Issuer's Board of Directors (the "Board") and became the Chief Executive Officer of the Issuer. (continued in footnote 3)
|
(
3)
|
The Board approved the transactions pursuant to the Transaction Agreement and Mr. Brickman's receipt of beneficial ownership of securities pursuant to the Transaction Agreement in advance of the consummation of the transactions pursuant to the Transaction Agreement. In addition, on October 27, 2014, the Issuer issued options to purchase 500,000 shares of common stock of the Issuer to Mr. Brickman as an incentive award in connection with his employment as Chief Executive Officer of the Issuer. On October 27, 2014, the Issuer filed an amendment to its charter changing its name to Green Brick Partners, Inc.
|
(
4)
|
The options vest over a five-year term in equal installments of 100,000, with the first installment vesting on the first anniversary of issuance.
|
Reporting Owners
|
Reporting Owner Name / Address
|
Relationships
|
Director
|
10% Owner
|
Officer
|
Other
|
Brickman James R.
3131 HARVARD AVENUE, SUITE 104
DALLAS, TX 75205
|
X
|
|
Chief Executive Officer
|
|
Signatures
|
/s/ James R. Brickman
|
|
10/29/2014
|
**
Signature of Reporting Person
|
Date
|
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
|
*
|
If the form is filed by more than one reporting person,
see
Instruction 4(b)(v).
|
**
|
Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
|
Note:
|
File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
|
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
|
(MM) (NASDAQ:BIOF)
Historical Stock Chart
From Jan 2025 to Feb 2025
(MM) (NASDAQ:BIOF)
Historical Stock Chart
From Feb 2024 to Feb 2025
Real-Time news about (MM) (NASDAQ): 0 recent articles
More Green Brick Partners, Inc. News Articles