|
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 or Section 30(h) of the Investment Company Act of 1940 |
|
| |||||||||||||||||||||||||||||
|
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) |
||||
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Series B Convertible Preferred Stock | $ 40 | (1) | (1) | Common Stock | 28,334 | 45,335 | I | Held in managed funds (2) | |||||||
Series D Cumulative Convertible Preferred Stock | $ 16.96 | 05/18/2021(3) | S | 20,400 | (4) | (4) | Common Stock | 30,069 | $ 18 | 0 | I | Held in managed funds (2) |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Jones Andrew R 274 RIVERSIDE AVENUE WESTPORT, CT 06880 |
X |
/s/ Andrew R. Jones | 05/19/2021 | |
**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) | Each share of Series B Convertible Preferred Stock (the "Series B Stock") is convertible into shares of the Issuer's common stock at $40.00 per share, and one share of Series B Stock is convertible into 0.625 shares of Issuer common stock. The Series B Stock has no expiration date. |
(2) | These shares are held by various investment partnerships, funds and managed accounts, in which NS Advisors, LLC ("NS Advisors") serves as the investment manager. Mr. Jones is the managing member of NS Advisors and has sole voting and investment authority over the shares. |
(3) | The Series D Cumulative Convertible Preferred Stock (the "Series D Stock") was tendered to the Issuer in the Issuer's modified Dutch auction tender offer which expired on May 14, 2021. |
(4) | Each share of Series D Stock is convertible into shares of the Issuer's common stock at $16.96 per share and one share of Series D Stock is convertible into 1.474 shares of Issuer common stock. The Series D Stock has no expiration date. |