Statement of Changes in Beneficial Ownership (4)
November 30 2017 - 5:36PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
Estimated average burden
hours per response...
0.5
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
TCN/TNHC LP
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2. Issuer Name
and
Ticker or Trading Symbol
New Home Co Inc.
[
NWHM
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director
_____ 10% Owner
_____ Officer (give title below)
__
X
__ Other (specify below)
See "Remarks"below.
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(Last)
(First)
(Middle)
1067 YONGE STREET
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3. Date of Earliest Transaction
(MM/DD/YYYY)
11/28/2017
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(Street)
TORONTO, A6 M4W2L2
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
___ Form filed by One Reporting Person
_
X
_ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock
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11/28/2017
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S
(1)
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18599
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D
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$11.73
(2)
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1729616
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D
(3)
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Common Stock
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11/29/2017
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S
(1)
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11100
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D
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$11.74
(4)
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1718516
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D
(3)
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Common Stock
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11/30/2017
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S
(1)
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10039
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D
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$11.65
(5)
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1708477
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D
(3)
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Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3)
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2. Conversion or Exercise Price of Derivative Security
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3. Trans. Date
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3A. Deemed Execution Date, if any
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4. Trans. Code
(Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
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8. Price of Derivative Security
(Instr. 5)
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
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11. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Explanation of Responses:
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(1)
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The sales reported on this line were effected pursuant to a Rule 10b5-1 plan adopted by TCN/TNHC LP on August 24, 2017.
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(2)
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The price reported in Column 4 is a weighted average price. The shares were disposed of in multiple transactions at prices ranging from $11.61 to $11.80, inclusive. TCN/TNHC LP undertakes 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 disposed of at each separate price within the ranges set forth in this footnote.
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(3)
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The shares are held directly by TCN/TNHC LP, whose general partner is TCN/TNHC GP LLC, a Delaware limited liability company, whose sole member is Tricon Housing Partners US II Equity Holdings LP, a Delaware limited partnership, whose general partner is Tricon Housing Partners US II GP LLC, a Delaware limited liability company, whose sole member is Tricon USA Inc., a Delaware corporation, whose sole shareholder is Tricon Holdings USA LLC, a Delaware limited liability company, whose sole member is Tricon US Topco LLC, a Delaware limited liability company, whose sole member is Tricon Holdings Canada Inc., an Ontario corporation, whose sole shareholder is Tricon Capital Group Inc., an Ontario corporation. As a result, each of the foregoing entities (other than TCN/TNHC LP which holds the shares directly) is an indirect beneficial owner of the reported securities.
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(4)
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The price reported in Column 4 is a weighted average price. The shares were disposed of in multiple transactions at prices ranging from $11.65 to $11.80, inclusive. TCN/TNHC LP undertakes 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 disposed of at each separate price within the ranges set forth in this footnote.
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(5)
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The price reported in Column 4 is a weighted average price. The shares were disposed of in multiple transactions at prices ranging from $11.44 to $11.77, inclusive. TCN/TNHC LP undertakes 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 disposed of at each separate price within the ranges set forth in this footnote.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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TCN/TNHC LP
1067 YONGE STREET
TORONTO, A6 M4W2L2
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See "Remarks"below.
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TCN/TNHC GP LLC
1067 YONGE STREET
TORONTO, A6 M4W2L2
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X
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TRICON HOUSING PARTNERS US II EQUITY HOLDINGS LP
1067 YONGE STREET
TORONTO, A6 M4W2L2
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X
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TRICON HOUSING PARTNERS US II GP LLC
1067 YONGE STREET
TORONTO, A6 M4W2L2
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X
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TRICON USA INC.
1067 YONGE STREET
TORONTO, A6 M4W2L2
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See "Remarks" below.
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TRICON HOLDINGS USA LLC
1067 YONGE STREET
TORONTO, A6 M4W2L2
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See Remarks
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TRICON US TOPCO LLC
1067 YONGE STREET
TORONTO, A6 M4W2L2
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See remarks
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TRICON HOLDINGS CANADA INC.
1067 YONGE STREET
TORONTO, A6 M4W2L2
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See remarks
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Tricon Capital Group Inc.
1067 YONGE STREET
TORONTO, A6 M4W2L2
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See remarks
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Signatures
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/s/ Miek Harbur, Attorney-in-Fact for TCN/TNHC LP
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11/30/2017
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**
Signature of Reporting Person
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Date
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/s/ Miek Harbur, Attorney-in-Fact for TCN/TNHC GP LLC
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11/30/2017
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**
Signature of Reporting Person
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Date
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/s/ Miek Harbur, Attorney-in-Fact for Tricon Housing Partners US II Equity Holdings LP
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11/30/2017
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**
Signature of Reporting Person
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Date
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/s/ Miek Harbur, Attorney-in-Fact for Tricon Housing Partners US II GP LLC
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11/30/2017
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**
Signature of Reporting Person
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Date
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/s/ Miek Harbur, Attroney-in-Fact for Tricon USA Inc.
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11/30/2017
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**
Signature of Reporting Person
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Date
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/s/ Miek Harbur, Attorney-in-Fact for Tricon Holdings USA LLC
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11/30/2017
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**
Signature of Reporting Person
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Date
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/s/ Miek Harbur, Attorney-in-Fact for Tricon US Topco LLC
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11/30/2017
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**
Signature of Reporting Person
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Date
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/s/ Miek Harbur, Attorney-in-Fact for Tricon Holdings Canada Inc.
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11/30/2017
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**
Signature of Reporting Person
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Date
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/s/ Miek Harbur, Attorney-in-Fact for Tricon Capital Group Inc.
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11/30/2017
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 4(b)(v).
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**
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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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.
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