Filing Details
- Accession Number:
- 0000903423-18-000032
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2018-01-19 16:51:25
- Reporting Period:
- 2018-01-17
- Accepted Time:
- 2018-01-19 16:51:25
- SEC Url:
- Form 4 Filing
Issuer
Cik | Name | Symbol | Sector (SIC) | IRS No |
---|---|---|---|---|
1562476 | Taylor Morrison Home Corp | TMHC | () | 4 |
Insiders
Cik | Name | Reported Address | Insider Title | Director | Officer | Large Shareholder | Other |
---|---|---|---|---|---|---|---|
860866 | David Bonderman | C/O Tpg Global, Llc 301 Commerce Street, Suite 3300 Fort Worth TX 76102 | No | No | No | Yes | |
1099776 | G James Coulter | C/O Tpg Global, Llc 301 Commerce Street, Suite 3300 Fort Worth TX 76102 | No | No | No | Yes | |
1495741 | Tpg Group Holdings (Sbs) Advisors, Inc. | C/O Tpg Global, Llc 301 Commerce Street, Suite 3300 Fort Worth TX 76102 | No | No | No | Yes |
Reported Non-Derivative Transactions
Sec. Name | Acquisiton - Disposition | Date | Amount | Price | Remaning Holdings | Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
---|---|---|---|---|---|---|---|---|---|---|
Class A Common Stock | Disposition | 2018-01-17 | 1,499,732 | $27.14 | 0 | No | 4 | S | Indirect | See Explanation of Responses |
Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
---|---|---|---|---|
No | 4 | S | Indirect | See Explanation of Responses |
Reported Derivative Transactions
Sec. Name | Sec. Type | Acquisiton - Disposition | Date | Amount | Price | Amount - 2 | Price - 2 |
---|---|---|---|---|---|---|---|
Class A Common Stock | Common Partnership Units and Class B Common Stock | Disposition | 2018-01-17 | 8,853,462 | $27.14 | 8,853,462 | $0.00 |
Class A Common Stock | Common Partnership Units and Class B Common Stock | Disposition | 2018-01-17 | 1,875,000 | $27.14 | 1,875,000 | $0.00 |
Remaning Holdings | Exercise Date | Expiration Date | Equity Swap Involved | Transaction Form Type | Transaction Code | Nature of Ownership |
---|---|---|---|---|---|---|
1,875,000 | No | 4 | J | Indirect | ||
0 | No | 4 | J | Indirect |
Footnotes
- On January 11, 2018, TPG TMM Holdings II, L.P. ("TPG TMM Holdings") entered into two Purchase Agreements with Taylor Morrison Home Corporation (the "Issuer") pursuant to which the Issuer agreed to purchase from TPG TMM Holdings, and TPG TMM Holdings agreed to sell to the Issuer, an aggregate of 10,728,462 common partnership units (the "New TMM Units") of TMM Holdings II Limited Partnership ("New TMM") (along with an equal number of shares of Class B Common Stock (the "Class B Shares") of the Issuer) at a price of $27.14 per New TMM Unit/Class B Share (the "Repurchases"). The Repurchases closed on January 17, 2018.
- Following the Repurchases, TPG TMM Holdings no longer holds any New TMM Units or Class B Shares. Pursuant to the terms of the Exchange Agreement dated as of April 9, 2013, TPG TMM Holdings had the right to exchange all or a portion of its New TMM Units (along with an equal number of its Class B Shares) at any time for shares of Class A Common Stock (the "Class A Shares") of the Issuer on a one-for-one basis.
- David Bonderman and James G. Coulter are sole shareholders of TPG Group Holdings (SBS) Advisors, Inc. (together with Messrs. Bonderman and Coulter, the "Reporting Persons"), which is the sole member of TPG Group Holdings (SBS) Advisors, LLC, which is the general partner of TPG Group Holdings (SBS), L.P., which is the sole shareholder of TPG Holdings III-A, Inc., which is the general partner of TPG Holdings III-A, L.P., which is the general partner of TPG Holdings III, L.P., which is the sole shareholder of TPG GenPar VI AIV TM Advisors, Inc., which is the general partner of TPG GenPar VI AIV TM, L.P. ("TPG GenPar VI AIV TM"), which is the general partner of TPG TM IV-A, L.P., which is the sole member of TPG TM IV, SRL, which is the sole member of TPG TM III-2, SRL, which is the sole shareholder of TPG TMM Holdings II GP, ULC, which is the general partner of the TPG TMM Holdings.
- TPG GenPar VI AIV TM is also the general partner of each of (i) TPG VI TM TE 2016, L.P. ("TPG TM TE 2016"), (ii) TPG VI TM 2016-I, L.P. ("TPG TM 2016-I"), (iii) TPG VI TM 2016-II, L.P. ("TPG TM 2016-II"), (iv) TPG VI TM 2016-III, L.P. ("TPG TM 2016-III") and (v) TPG VI TM 2016-IV, L.P. ("TPG TM 2016-IV" and, together with TPG TMM Holdings, TPG TM TE 2016, TPG TM 2016-I, TPG TM 2016-II and TPG TM 2016-III, the "TPG Funds"), each of which held Class A Shares whose disposition is reported herein.
- Because of the relationship between the Reporting Persons and the TPG Funds, the Reporting Persons may have been deemed to have beneficially owned the securities reported herein to the extent of the greater of their respective direct or indirect pecuniary interests in the profits or capital accounts of the TPG Funds. Each Reporting Person and each TPG Fund disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's or such TPG Fund's pecuniary interest therein, if any.
- Pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), this filing shall not be deemed an admission that the Reporting Persons are, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owners of any equity securities in excess of their respective pecuniary interests.