Filing Details
- Accession Number:
- 0000921895-16-004300
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2016-04-29 20:32:47
- Reporting Period:
- 2016-04-28
- Filing Date:
- 2016-04-29
- Accepted Time:
- 2016-04-29 20:32:47
- SEC Url:
- Form 4 Filing
Issuer
| Cik | Name | Symbol | Sector (SIC) | IRS No |
|---|---|---|---|---|
| 873860 | Ocwen Financial Corp | OCN | Mortgage Bankers & Loan Correspondents (6162) | 650039856 |
Insiders
| Cik | Name | Reported Address | Insider Title | Director | Officer | Large Shareholder | Other |
|---|---|---|---|---|---|---|---|
| 1418673 | Kingstown Capital Partners, Llc | 100 Park Avenue, 21St Floor New York NY 10017 | No | No | Yes | Yes | |
| 1458422 | Guy Shanon | 100 Park Avenue, 21St Floor New York NY 10017 | No | No | Yes | Yes | |
| 1458423 | Michael Blitzer | 100 Park Avenue, 21St Floor New York NY 10017 | No | No | Yes | Yes | |
| 1458425 | L.p. Management Capital Kingstown | 100 Park Avenue, 21St Floor New York NY 10017 | No | No | Yes | Yes | |
| 1458426 | Kingstown Management Gp Llc | 100 Park Avenue, 21St Floor New York NY 10017 | No | No | Yes | Yes | |
| 1495694 | Ltd. Master Partners Kingstown | C/O Intertrust Corporate Services 190 Elgin Avenue Grand Cayman, George Town KY1-9005 | No | No | Yes | Yes | |
| 1526327 | Ktown, Lp | 100 Park Avenue, 21St Floor New York NY 10017 | No | No | Yes | Yes | |
| 1526395 | Kingstown Partners Ii, L.p. | 100 Park Avenue, 21St Floor New York NY 10017 | No | No | Yes | Yes |
Reported Non-Derivative Transactions
| Sec. Name | Acquisiton - Disposition | Date | Amount | Price | Remaning Holdings | Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|---|---|---|---|---|---|
| Common Stock, $.01 Par Value | Disposition | 2016-04-29 | 162,100 | $2.26 | 7,990,051 | No | 4 | S | Indirect | By Kingstown Partners Master Ltd. |
| Common Stock, $.01 Par Value | Disposition | 2016-04-29 | 41,350 | $2.26 | 2,004,117 | No | 4 | S | Indirect | By Kingstown Partners II, L.P. |
| Common Stock, $.01 Par Value | Disposition | 2016-04-29 | 46,550 | $2.26 | 2,255,832 | No | 4 | S | Indirect | By Ktown, LP |
| Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|
| No | 4 | S | Indirect | By Kingstown Partners Master Ltd. |
| No | 4 | S | Indirect | By Kingstown Partners II, L.P. |
| No | 4 | S | Indirect | By Ktown, LP |
Reported Derivative Transactions
| Sec. Name | Sec. Type | Acquisiton - Disposition | Date | Amount | Price | Amount - 2 | Price - 2 |
|---|---|---|---|---|---|---|---|
| Common Stock, $.01 Par Value | Cash-Settled Total Return Swap | Disposition | 2016-04-28 | 1 | $0.00 | 147,119 | $8.01 |
| Common Stock, $.01 Par Value | Cash-Settled Total Return Swap | Disposition | 2016-04-28 | 1 | $0.00 | 267,000 | $7.63 |
| Common Stock, $.01 Par Value | Cash-Settled Total Return Swap | Disposition | 2016-04-28 | 1 | $0.00 | 140,814 | $6.95 |
| Common Stock, $.01 Par Value | Cash-Settled Total Return Swap | Disposition | 2016-04-28 | 1 | $0.00 | 35,036 | $7.21 |
| Common Stock, $.01 Par Value | Cash-Settled Total Return Swap | Disposition | 2016-04-28 | 1 | $0.00 | 71,381 | $7.88 |
| Common Stock, $.01 Par Value | Cash-Settled Total Return Swap | Disposition | 2016-04-28 | 1 | $0.00 | 14,964 | $4.93 |
| Common Stock, $.01 Par Value | Cash-Settled Total Return Swap | Disposition | 2016-04-28 | 1 | $0.00 | 78,274 | $7.63 |
| Common Stock, $.01 Par Value | Cash-Settled Total Return Swap | Disposition | 2016-04-28 | 1 | $0.00 | 27,246 | $6.95 |
| Common Stock, $.01 Par Value | Cash-Settled Total Return Swap | Disposition | 2016-04-28 | 1 | $0.00 | 6,779 | $7.21 |
| Common Stock, $.01 Par Value | Cash-Settled Total Return Swap | Disposition | 2016-04-28 | 1 | $0.00 | 60,222 | $4.93 |
| Common Stock, $.01 Par Value | Cash-Settled Total Return Swap | Disposition | 2016-04-28 | 1 | $0.00 | 11,082 | $8.01 |
| Common Stock, $.01 Par Value | Cash-Settled Total Return Swap | Disposition | 2016-04-28 | 1 | $0.00 | 60,500 | $7.63 |
| Common Stock, $.01 Par Value | Cash-Settled Total Return Swap | Disposition | 2016-04-28 | 1 | $0.00 | 32,131 | $6.95 |
| Common Stock, $.01 Par Value | Cash-Settled Total Return Swap | Disposition | 2016-04-28 | 1 | $0.00 | 7,994 | $7.21 |
| Common Stock, $.01 Par Value | Cash-Settled Total Return Swap | Disposition | 2016-04-28 | 1 | $0.00 | 41,681 | $7.88 |
| Common Stock, $.01 Par Value | Cash-Settled Total Return Swap | Disposition | 2016-04-28 | 1 | $0.00 | 33,418 | $5.75 |
| Common Stock, $.01 Par Value | Cash-Settled Total Return Swap | Disposition | 2016-04-28 | 1 | $0.00 | 7,410 | $4.93 |
| Common Stock, $.01 Par Value | Cash-Settled Total Return Swap | Disposition | 2016-04-29 | 1 | $0.00 | 276,509 | $4.93 |
| Common Stock, $.01 Par Value | Cash-Settled Total Return Swap | Disposition | 2016-04-29 | 1 | $0.00 | 37,278 | $4.93 |
| Common Stock, $.01 Par Value | Cash-Settled Total Return Swap | Disposition | 2016-04-29 | 1 | $0.00 | 33,257 | $5.21 |
| Common Stock, $.01 Par Value | Cash-Settled Total Return Swap | Disposition | 2016-04-29 | 1 | $0.00 | 79,405 | $4.93 |
| Remaning Holdings | Exercise Date | Expiration Date | Equity Swap Involved | Transaction Form Type | Transaction Code | Nature of Ownership |
|---|---|---|---|---|---|---|
| 0 | 2017-08-04 | Yes | 4 | S | Indirect | |
| 0 | 2017-08-04 | Yes | 4 | S | Indirect | |
| 0 | 2017-08-04 | Yes | 4 | S | Indirect | |
| 0 | 2017-08-04 | Yes | 4 | S | Indirect | |
| 0 | 2017-08-04 | Yes | 4 | S | Indirect | |
| 493,611 | 2017-08-04 | Yes | 4 | S | Indirect | |
| 0 | 2017-08-04 | Yes | 4 | S | Indirect | |
| 0 | 2017-08-04 | Yes | 4 | S | Indirect | |
| 0 | 2017-08-04 | Yes | 4 | S | Indirect | |
| 37,278 | 2017-08-04 | Yes | 4 | S | Indirect | |
| 0 | 2017-08-04 | Yes | 4 | S | Indirect | |
| 0 | 2017-08-04 | Yes | 4 | S | Indirect | |
| 0 | 2017-08-04 | Yes | 4 | S | Indirect | |
| 0 | 2017-08-04 | Yes | 4 | S | Indirect | |
| 0 | 2017-08-04 | Yes | 4 | S | Indirect | |
| 0 | 2017-08-04 | Yes | 4 | S | Indirect | |
| 136,515 | 2017-08-04 | Yes | 4 | S | Indirect | |
| 217,102 | 2017-08-04 | Yes | 4 | S | Indirect | |
| 0 | 2017-08-04 | Yes | 4 | S | Indirect | |
| 50,788 | 2017-08-04 | Yes | 4 | S | Indirect | |
| 57,110 | 2017-08-04 | Yes | 4 | S | Indirect |
Footnotes
- This Form 4 is filed jointly by Kingstown Capital Management L.P. ("Kingstown Capital"), Kingstown Management GP LLC ("Kingstown Management"),Kingstown Capital Partners, LLC ("General Partner"), Kingstown Partners Master Ltd. ("Master Fund"), Kingstown Partners II, L.P. ("Fund II"), Ktown, LP ("Ktown"), Michael Blitzer and Guy Shanon (collectively, the "Reporting Persons"). Each Reporting Person, as a member of a "group" with the other Reporting Persons for the purposes of Section 13(d)(3) of the Securities Exchange Act of 1934, as amended, may be deemed the beneficial owner of the securities directly owned by the other Reporting Persons.
- Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein, and this report shall not be deemed to be an admission that the Reporting Person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose. As of April, 29 2016, the Reporting Persons ceased to own in the aggregate more than 10% of the Issuer's outstanding shares of Common Stock.
- Securities owned directly by Master Fund. Kingstown Capital is the investment manager of Master Fund. Kingstown Management is the general partner of Kingstown Capital. Each of Mr. Blitzer and Mr. Shanon is a managing member of Kingstown Management. By virtue of these relationships, each of Kingstown Capital, Kingstown Management, Mr. Blitzer and Mr. Shanon may be deemed to beneficially own the securities owned by Master Fund.
- Securities owned directly by Fund II. General Partner is the general partner of Fund II. Kingstown Capital is the investment manager of Fund II. KingstownManagement is the general partner of Kingstown Capital. Each of Mr. Blitzer and Mr. Shanon is a managing member of Kingstown Management. By virtue of these relationships, each of General Partner, Kingstown Capital, Kingstown Management, Mr. Blitzer and Mr. Shanon may be deemed to beneficially own the securities owned by Fund II.
- Securities owned directly by Ktown. General Partner is the general partner of Ktown. Kingstown Capital is the investment manager of Ktown. Kingstown Management is the general partner of Kingstown Capital. Each of Mr. Blitzer and Mr. Shanon is a managing member of Kingstown Management. By virtue of these relationships, each of General Partner, Kingstown Capital, Kingstown Management, Mr. Blitzer and Mr. Shanon may be deemed to beneficially own the securities owned by Ktown.
- Master Fund has entered into certain cash-settled total return swap agreements (the "Master Fund Swap Agreements") with an unaffiliated third party financial institution, which provide Master Fund with economic exposure to an aggregate of 217,102 notional shares of Common Stock. The Master Fund Swap Agreements provide Master Fund with economic results that are comparable to the economic results of ownership but do not provide Master Fund with the power to vote or direct the voting or dispose of or direct the disposition of the shares of Common Stock that are the subject of the Master Fund Swap Agreements (the "Master Fund Subject Shares"). The Reporting Persons expressly disclaim beneficial ownership of the Master Fund Subject Shares except to the extent of its, or his pecuniary interest therein.
- Fund II has entered into certain cash-settled total return swap agreements (the "Fund II Swap Agreements") with an unaffiliated third party financial institution, which provide Fund II with economic exposure to an aggregate of 50,788 notional shares of Common Stock. The Fund II Swap Agreements provide Fund II with economic results that are comparable to the economic results of ownership but do not provide Fund II with the power to vote or direct the voting or dispose of or direct the disposition of the shares of Common Stock that are the subject of the Fund II Swap Agreements (the "Fund II Subject Shares"). The Reporting Persons expressly disclaim beneficial ownership of the Fund II Subject Shares except to the extent of its, or his pecuniary interest therein.
- Ktown has entered into certain cash-settled total return swap agreements (the "Ktown Swap Agreements") with an unaffiliated third party financial institution, which provide Ktown with economic exposure to an aggregate of 57,110 notional shares of Common Stock. The Ktown Swap Agreements provide Ktown with economic results that are comparable to the economic results of ownership but do not provide Ktown with the power to vote or direct the voting or dispose of or direct the disposition of the shares of Common Stock that are the subject of the Ktown Swap Agreements (the "Ktown Subject Shares"). The Reporting Persons expressly disclaim beneficial ownership of the Ktown Subject Shares except to the extent of its, or his pecuniary interest therein.
- Represents the reference price associated with the applicable cash-settled total return swap agreement.
Billionaire Hedge Funds
