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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 |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Fortress Investment Group LLC 1345 AVENUE OF THE AMERICAS, 45TH FLOOR NEW YORK, NY 10105 |
X | X | ||
FIG LLC 1345 AVENUE OF THE AMERICAS, 45TH FLOOR NEW YORK, NY 10105 |
X | X | ||
Fortress Operating Entity I LP 1345 AVENUE OF THE AMERICAS, 45TH FLOOR NEW YORK, NY 10105 |
X | X | ||
FIG Corp. 1345 AVENUE OF THE AMERICAS, 45TH FLOOR NEW YORK, NY 10105 |
X | X | ||
FCFI Acquisition LLC 1345 AVENUE OF THE AMERICAS, 45TH FLOOR NEW YORK, NY 10105 |
X | X | ||
Springleaf Financial Holdings, LLC C/O FORTRESS INVESTMENT GROUP 1345 AVENUE OF THE AMERICAS, 45TH FLOOR NEW YORK, NY 10105 |
X | X |
/s/ David N. Brooks, as Authorized Signatory of Fortress Investment Group LLC | 11/13/2017 | |
**Signature of Reporting Person | Date | |
/s/ David N. Brooks, as Authorized Signatory of FIG LLC | 11/13/2017 | |
**Signature of Reporting Person | Date | |
/s/ David N. Brooks, as Authorized Signatory of Fortress Operating Entity I LLP | 11/13/2017 | |
**Signature of Reporting Person | Date | |
/s/ David N. Brooks, as Authorized Signatory of FIG Corp | 11/13/2017 | |
**Signature of Reporting Person | Date | |
/s/ David N. Brooks, as Authorized Signatory of FCFI Acquisition LLC | 11/13/2017 | |
**Signature of Reporting Person | Date | |
/s/ Cameron MacDougall, as Authorized Signatory of Springleaf Financial Holdings, LLC | 11/13/2017 | |
**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) | Fortress Investment Fund V (Fund A) L.P., Fortress Investment Fund V (Fund B) L.P., Fortress Investment Fund V (Fund C) L.P., Fortress Investment Fund V (Fund D), L.P., Fortress Investment Fund V (Fund E) L.P., Fortress Investment Fund V (Fund F) L.P. and Fortress Investment Fund V (Fund G) L.P. (collectively, the "Fund V Funds") collectively own 100% of FCFI Acquisition LLC. FIG LLC is the investment manager of each of the Fund V Funds. Fortress Operating Entity I LP ("FOE I") is the 100% owner of FIG LLC. FIG Corp. is the general partner of FOE I. FIG Corp. is a wholly owned subsidiary of Fortress Investment Group LLC. Each reporting person disclaims beneficial ownership of all reported shares except to the extent of its pecuniary interest therein and the inclusion of the shares in this report shall not be deemed to be an admission of beneficial ownership of the reported shares for the purposes of Section 16 or otherwise. (continued in footnote 2) |
(2) | On November 10, 2017, Springleaf Financial Holdings, LLC ("SFH") completed the sale (the "Sale") of 10,000,000 shares of common stock at a price of $26.00 per share in an underwritten public secondary offering. Immediately following the Sale, SFH owned 63,437,500 shares of common stock. |