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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
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. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction 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 (Month/Day/Year) |
7. Title and Amount of Underlying Securities (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) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Common Units of RMCO, LLC | (1) | 10/07/2013 | J(1) | 3,750,000 | (1) | (1) | Class A Common Stock of RE/MAX Holdings, Inc. | 3,750,000 | (1) | 0 | D (2) |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
WESTON PRESIDIO V LP C/O WESTON PRESIDIO ONE FERRY BUILDING, SUITE 350 SAN FRANCISCO, CA 94111 |
X | |||
Weston Presidio Management V, LLC C/O WESTON PRESIDIO ONE FERRY BUILDING, SUITE 350 SAN FRANCISCO 94111 |
X |
/s/ Therese A. Mrozek, COO of LP | 10/09/2013 | |
**Signature of Reporting Person | Date | |
/s/ Therese A. Mrozek, COO of LLC | 10/09/2013 | |
**Signature of Reporting Person | Date |
* | 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). |
(1) | In connection with the RE/MAX Holdings, Inc. initial public offering and pursuant to the terms of the Fourth Amended and Restated RMCO, LLC Agreement, each common unit of RMCO, LLC was redeemed for, at RE/MAX Holdings, Inc.'s option, a cash payment equal to the price paid for one share of Class A common stock by the underwriters in the RE/MAX Holdings, Inc. initial public offering, less underwriting discounts. |
(2) | The general partner of Weston Presidio V, L.P. ("LP") is Weston Presidio Management V, LLC ("LLC"), which exercises voting control and investment power over such shares. LLC and its managing members, each of whom could be deemed to beneficially own the shares held by LP, disclaims beneficial ownership of such shares except to the extent of their pecuniary interest therein. |