Plaisance Capital LLC's Form 4 filing
Pure Cycle Corp (PCYO) · filed Dec 1, 2022
- Accession no.
- 0000919574-22-006942
- Filed
- Dec 1, 2022, 6:43 PM ET
- Trade date
- Nov 29-30, 2022
- Filing delay
- 2 days
- Rule 10b5-1 plan
- Not on the form (before 2023)
This filing lists 4 non-derivative transactions. Open-market sales total $511.7K. It was filed 2 days after the trade.
This filing was later replaced by the amendment 0000919574-24-007018 (Dec 5, 2024). Trade tables on this site use the amended version.
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 |
|---|---|
| Plaisance Capital LLCCIK 0001761269 | 10% Owner |
| Plaisance SPV I, LLCCIK 0001791049 | 10% Owner |
| Kozlowski Daniel RCIK 0001791057 | 10% Owner |
Non-derivative securities (Table I)
Acquisitions and disposals of common stock and similar shares, one row per line on the filing.
| Trade date | Security | Transaction | Shares | Price | Value | Shares after | Ownership | Flags |
|---|---|---|---|---|---|---|---|---|
| Nov 29, 2022 | Common Stock, par value 1/3 of $0.01 per share | JOtherDisposed | −344,967 | –F1,F2 | – | 3,603,820 | Indirect | |
| Nov 29, 2022 | Common Stock, par value 1/3 of $0.01 per share | SSaleDisposed | −16,500 | $10.21F4 | −$168,481.5 | 2,722,278 | Direct | |
| Nov 30, 2022 | Common Stock, par value 1/3 of $0.01 per share | JOtherDisposed | −865,042 | –F1,F2 | – | 2,722,278 | Indirect | |
| Nov 30, 2022 | Common Stock, par value 1/3 of $0.01 per share | SSaleDisposed | −33,500 | $10.24F5 | −$343,170.65 | 2,688,778 | Direct |
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
The reported securities were owned directly by certain private investment funds managed by the Investment Manager ("Other Clients"), and were deemed to be beneficially owned by Plaisance Capital, LLC, as the investment manager of the Other Clients (the "Investment Manager") and by Daniel Kozlowski, managing member of the Investment Manager. Each of the Reporting Persons disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest, if any, therein, and this report shall not be deemed to be an admission that either of them are the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.
Referenced by the price of 2 transactions in Table I.
- F2
On each of November 29, 2022 and November 30, 2022, respectively, in connection with the liquidation of the Other Clients, each of the Other Clients made an in-kind distribution of the reported securities to their partners. The distribution was consistent with the Other Clients' respective governing documents and was made on a pro rata basis to all partners in each Other Client. No consideration was received by the Reporting Persons in connection with such distribution.
Referenced by the price of 2 transactions in Table I.
- F4
The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions within the range of $10.10 to $10.29. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote.
Referenced by the price of 1 transaction in Table I.
- F5
The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions within the range of $10.10 to $10.25. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote.
Referenced by the price of 1 transaction in Table I.