Tri Pointe Homes, Inc. — Director's Dealing 2016

Jun 8, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TRI Pointe Group, Inc. (TPH)
CIK: 0001561680
Period of Report: 2016-06-06

Reporting Person: STERNLICHT BARRY S (Director, 10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-06-06	Common Stock	A	10638	$11.75	Acquired	26914	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	11985905	Indirect

Footnotes

F1: Represents a grant of 10,638 restricted stock units. The restricted stock units, which shall vest on the day immediately prior to TRI Pointe Group, Inc.'s 2017 Annual Meeting of Stockholders, are to be settled for an equal number of shares of common stock upon vesting.

F2: The shares are held by VIII/TPC Holdings, L.L.C. VIII/TPC Holdings, L.L.C. is a wholly-owned subsidiary of a private equity fund that is managed by an owned affiliate of Starwood Capital Group Global, L.P. Mr. Sternlicht is the controlling partner of Starwood Capital Group, and may be deemed to share voting power and investment control over the shares of common stock held by VIII/TPC Holdings, L.L.C. Mr. Sternlicht disclaims beneficial ownership of the shares of common stock held by VIII/TPC Holdings, L.L.C. except to the extent of any pecuniary interest therein.