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: Jochim Lynn (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	447336	Direct
2019-01-15	Class A common shares	M	59822	—	Acquired	507158	Direct
2019-01-15	Class A common shares	F	58537	$7.60	Disposed	448621	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2019-01-15	Restricted share units	$	M	59822	Disposed		Class A common shares (59822)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Class A common shares	44389	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: 34,389 Class A common shares of the Company are owned by The 2002 Jochim Family Trust UAD 05/15/02 and 10,000 Class A common shares of the Company are owned by The Edward J Jochim By-Pass Trust UAD 03/01/84. The reporting person disclaims beneficial ownership of the shares owned by her spouse, David Jochim, except to the extent of her pecuniary interest therein.

F4: 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. 59,822 restricted share units were settled on January 15, 2019. The remaining 59,822 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.