Form 4: Landsea Homes Director Tian Ming Reports Share Transfers and Holdings
SEC Form 4
Director Tian Ming reports the transfer of Landsea Homes shares by Landsea Holdings and details beneficial ownership.
Summary
- On June 3, 2024, Landsea Holdings Corporation transferred 80,000 shares of Landsea Homes Corp common stock to Qin Zhou and 50,000 shares to Yitu Wang as a bonus for services rendered.
- Landsea Holdings is indirectly 100% owned by Landsea Green Management Limited, of which Tian Ming indirectly beneficially owns approximately 58.53%.
- Tian Ming may be deemed to have beneficial ownership of the shares held by Landsea Holdings, but he disclaims beneficial ownership except to the extent of his pecuniary interest.
- Following these transactions, Landsea Holdings beneficially owns 12,710,729 shares of Landsea Homes Corp common stock.
- Tian Ming's spouse directly owns 30,000 shares of Landsea Homes Corp common stock acquired through a secondary offering on March 8, 2024.
- Tian Ming may be deemed an indirect beneficial owner of these shares due to the marital relationship.
Sentiment
Score: 5
Explanation: The document is a routine filing of stock transactions, so the sentiment is neutral.
Industry Context
Form 4 filings are standard practice for reporting changes in beneficial ownership by company insiders, providing transparency to investors.
Stakeholder Impact
- The transfer of shares as bonuses could potentially impact employee morale positively.
- The filing provides transparency to shareholders regarding insider transactions.
Key Dates
| Date | Description |
|---|---|
| 08/31/2020 | Date of the Agreement and Plan of Merger among the Issuer, Landsea Holdings, LFCA Merger Sub, Inc. and Landsea Homes Incorporation. |
| 01/07/2021 | Date of disposing of 179,038 shares of Common Stock pursuant to the Merger Agreement. |
| 05/31/2022 | Date of the Stock Purchase Agreement. |
| 06/01/2022 | Date of the Share Repurchase Agreement. |
| 01/07/2023 | Date of the automatic surrender and forfeiture of 500,000 shares of Common Stock pursuant to the Sponsor Surrender Agreement. |
| 06/12/2023 | Date of the underwriting agreement between the Issuer, Landsea Holdings, and B. Riley Securities, Inc. |
| 06/15/2023 | Date of the sale of 2,956,522 shares of Common Stock by Landsea Holdings pursuant to the 2023 Underwriting Agreement. |
| 06/21/2023 | Date of the sale of 443,478 shares of Common Stock by Landsea Holdings pursuant to the exercise in full of the underwriters' option to purchase additional shares under the 2023 Underwriting Agreement. |
| 03/05/2024 | Date of the underwriting agreement between the Issuer, Landsea Holdings, B. Riley Securities, Inc. and BofA Securities, Inc. |
| 03/08/2024 | Date of the sale of 2,800,000 shares of Common Stock by Landsea Holdings pursuant to the 2024 Underwriting Agreement; date Tian Ming's spouse acquired 30,000 shares through a secondary offering. |
| 05/14/2024 | Date of the transfer of 4,100,000 shares of Common Stock pursuant to the Payment Agreement. |
| 06/03/2024 | Date Landsea Holdings transferred 80,000 shares to Qin Zhou and 50,000 shares to Yitu Wang. |
| 06/05/2024 | Date of signature of the Form 4 filing. |
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