Tri Pointe Homes, Inc. — Director's Dealing 2017

Mar 22, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TRI Pointe Group, Inc. (TPH)
CIK: 0001561680
Period of Report: 2017-03-22

Reporting Person: STERNLICHT BARRY S (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-03-22	Common Stock	S	11985905	$12.76	Disposed	0	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	19976	Direct

Footnotes

F1: The shares were held by VIII/TPC Holdings, L.L.C. ("Starwood Fund"), 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. Mr. Sternlicht disclaims beneficial ownership of the shares of common stock held by Starwood Fund except to the extent of any pecuniary interest therein. Starwood Fund sold 11,985,905 shares of the issuer's common stock in an underwritten offering on March 22, 2017 at a price of $12.76 per share.

F2: Since the date of the reporting person's last ownership report, Mr. Sternlicht transferred 6,938 shares of the issuer's common stock to his former spouse pursuant to a domestic relations order. The reporting person no longer reports as beneficially owned any securities owned by his former spouse.