Brookfield Oaktree Holdings, LLC — Director's Dealing 2016

Apr 1, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: STORE CAPITAL Corp (STOR)
CIK: 0001538990
Period of Report: 2016-04-01

Reporting Person: STORE Holding Company, LLC (Director, 10% Owner)
Reporting Person: OCM STR Holdings, L.P. (Director, 10% Owner)
Reporting Person: OCM STR Holdings II, L.P. (Director, 10% Owner)
Reporting Person: OCM FIE, LLC (Director, 10% Owner)
Reporting Person: OAKTREE CAPITAL MANAGEMENT LP (Director, 10% Owner)
Reporting Person: Oaktree Capital Group, LLC (Director, 10% Owner)
Reporting Person: Oaktree Capital Group Holdings GP, LLC (Director, 10% Owner)
Reporting Person: Oaktree Holdings, Inc. (Director, 10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-04-01	Common Stock	S	33336144	$25.07	Disposed	0	Direct

Footnotes

F1: The reporting persons may be deemed directors by deputation by virtue of their right to designate representatives to be nominated by STORE Capital Corporation (the "Issuer") to serve on the Issuer's board of directors. Rajath Shourie, Mahesh Balakrishnan, Derek Smith and Manish Desai were nominated by STORE Holding as its designated nominees and elected by the Issuer's stockholders on June 4, 2015.

F2: This Form 4 is being filed with respect to the sale of 33,336,144 shares of common stock, par value $0.01 per share (the "Common Stock"), directly owned by STORE Holding Company, LLC ("STORE Holding"). This Form 4 is also being filed by (i) OCM STR Holdings, L.P. and OCM STR Holdings II, L.P. solely in their capacity as the majority unitholders of STORE Holding; (ii) OCM FIE, LLC, solely in its capacity as the general partner of each of OCM STR Holdings, L.P. and OCM STR Holdings II, L.P.; (iii) Oaktree Capital Management, L.P. solely in its capacity as the managing member of OCM FIE, LLC; (iv) Oaktree Holdings, Inc., solely in its capacity as the general partner of Oaktree Capital Management, L.P.; and (v) Oaktree Capital Group, LLC, solely in its capacity as the sole shareholder of Oaktree Holdings, Inc.

F3: This Form 4 is also being filed by Oaktree Capital Group Holdings GP, LLC, ("OCGH GP" and together with STORE Holding, OCM STR Holdings, L.P., OCM STR Holdings II, L.P., OCM FIE, LLC, Oaktree Capital Management, L.P., Oaktree Holdings, Inc. and Oaktree Capital Group, LLC, the "Reporting Persons" and each individually a "Reporting Person") solely in its capacity as the duly elected manager of Oaktree Capital Group, LLC.

F4: Information with respect to each Reporting Person is given solely by such Reporting Person, and no such Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person. Each Reporting Person, other than STORE Holding with respect to its direct holdings, disclaims beneficial ownership of the securities reported herein except to the extent of their respective pecuniary interest therein and the filing of this Form 4 shall not be construed as an admission that any such Reporting Person is the beneficial owner of any securities covered by this Form 4.

F5: The members of OCGH GP are Howard S. Marks, Bruce A. Karsh, Jay S. Wintrob, John B. Frank, Sheldon M. Stone, Stephen A. Kaplan and David M. Kirchheimer (each, an "OCGH GP Member" and collectively, the "OCGH GP Members"), who, by virtue of their membership interests in OCGH GP, may be deemed to share voting and dispositive power with respect to the shares of common stock held by STORE Holding. Except to the extent of their respective pecuniary interest, each OCGH GP Member disclaims beneficial ownership of the securities reported herein and the filing of this Form 4 shall not be construed as an admission that any such person is the beneficial owner of any securities covered by this Form 4.