McMillan Peter's Form 4 filing
Pacific Oak Strategic Opportunity REIT, Inc. · filed Sep 3, 2021
- Accession no.
- 0000899243-21-035082
- Filed
- Sep 3, 2021
- Trade date
- Sep 1, 2021
- Filing delay
- 2 days
- Rule 10b5-1 plan
- Not on the form (before 2023)
This filing lists 2 non-derivative transactions. It was filed 2 days after the trade.
Reporting owners
A Form 4 can have several reporting owners, such as a person and a fund they control. Trade tables show the first one.
| Owner | Relationship to the company |
|---|---|
| McMillan PeterCIK 0001182336 | Director, Officer (See Remarks) |
Non-derivative securities (Table I)
Acquisitions and disposals of common stock and similar shares, one row per line on the filing.
Footnotes and remarks
Livermore keeps the footnotes that transaction prices refer to, all footnotes of amendments (Form 4/A) and the filing's remarks. Other footnotes, such as how indirect holdings are held or the details of a trading plan, are only in the original on SEC EDGAR.
- F1
On March 27, 2020, KBS Capital Advisors, LLC ("KBS") was awarded 3,411,737 restricted shares of the Issuer's common stock. At that time, and until September 1, 2021 (the "Transaction Date"), KBS was 100% owned by KBS Holdings, LLC ("KBS Holdings"), 33.33% of which was owned by GKP Holding LLC ("GKP"), which was 50% owned by the Reporting Person. Therefore, the Reporting Person had owned an approximately 16.66% indirect ownership interest in KBS. The Reporting Person previously reported beneficial ownership of all the restricted shares held by KBS. All shares reported as beneficially owned by the Reporting Person are held indirectly. The Reporting Person disclaims beneficial ownership of all reported securities except to the extent of his pecuniary interest therein.
Referenced by the price of 1 transaction in Table I.
- F2
(Continued from footnote 1) On the Transaction Date, KBS sold 584,267 shares of the Issuer's common stock back to the Issuer in a transaction exempt under Rule 16b-3(e) for aggregate consideration of $5,655,705, or approximately $9.68 per share. This reduced the number of shares reported as beneficially owned by the Reporting Person by 584,267 shares.
Referenced by the price of 1 transaction in Table I.
- F3
Also on the Transaction Date, pursuant to a share transfer agreement with KBS Holdings, GKP transferred its 33.33% ownership interest in KBS Holdings to the other owners of KBS Holdings in exchange for 2,254,289 shares of the Issuer's common stock (the "GKP Restricted Shares") as partial consideration for and to effectuate the conclusion of the sale of GKP's 33.33% ownership interest in KBS Holdings. After the transfer of GKP's 33.33% ownership interest in KBS Holdings, GKP ceased to be a manager of KBS and KBS Holdings and ceased to have an ownership interest in KBS Holdings. As a result of the share transfer agreement, the Reporting Person's indirect beneficial ownership of the Issuer's common stock decreased by 628,791.39 shares because the Reporting Person no longer reports beneficial ownership of all shares held by KBS.
Referenced by the price of 1 transaction in Table I.
- F4
(Continued from footnote 3) However, overall the Reporting Person's pecuniary interest in shares of the Issuer's common stock increased, because the Reporting Person owns a 50% economic interest in GKP and only owned a 16.66% interest in KBS. As the 2,254,289 shares are now held directly by GKP, in which the Reporting Person has a 50% interest, the Reporting Person's ownership of these shares is still indirect. The Reporting Person disclaims beneficial ownership of all reported securities except to the extent of his pecuniary interest therein.
Referenced by the price of 1 transaction in Table I.
Remarks
Chairman of the Board and President