Five Point Holdings, LLC — Director's Dealing 2019

Jan 17, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Five Point Holdings, LLC (NYSE: FPH)
CIK: 0001574197
Period of Report: 2019-01-15

Reporting Person: McWilliams Greg (See Remarks)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2019-01-15	Class A common shares	A	246710	$0.00	Acquired	443922	Direct
2019-01-15	Class A common shares	M	53017	—	Acquired	496939	Direct
2019-01-15	Class A common shares	F	38466	$7.60	Disposed	458473	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2019-01-15	Restricted share units	$	M	53017	Disposed		Class A common shares (53017)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Class A common shares	26599	Indirect

Footnotes

F1: Includes 98,684 Class A common shares subject to certain restrictions upon transfer and rights of forfeiture that will lapse based on continued service, and a total of 148,026 Class A common shares subject to certain restrictions upon transfer and rights of forfeiture and restricted share units that will be settled in an equal number of Class A common shares, in each case contingent on the Class A common shares satisfying certain price targets.

F2: Each restricted share unit is a contingent right to receive one Class A common share.

F3: On June 1, 2016, the reporting person was granted such restricted share units pursuant to the Five Point Holdings, LLC 2016 Incentive Award Plan. Such restricted share units have vested. 53,017 restricted share units were settled on January 15, 2019. The remaining 53,018 unsettled restricted share units will settle on a one-for-one basis in Class A common shares or cash, at the option of Five Point Holdings, LLC, on January 15, 2020.