Filing Details
- Accession Number:
- 0001558370-18-000704
- Form Type:
- 13G Filing
- Publication Date:
- 2018-02-14 18:17:19
- Filed By:
- Kurland Stanford L
- Company:
- Pnmac Holdings Inc. (NYSE:PFSI)
- Filing Date:
- 2018-02-14
- SEC Url:
- 13G Filing
Please notice the below summary table is generated without human intervention and may contain errors. Please refer to the complete filing displayed below for exact figures.
| Name | Sole Voting Power | Shared Voting Power | Sole Dispositive Power | Shared Dispositive Power | Aggregate Amount Owned Power | Percent of Class |
|---|---|---|---|---|---|---|
| Stanford L. Kurland | 753,484 | 8,314,990 | 753,484 | 8,314,990 | 9,068,474 | 27.8% |
| Kurland Family Investments | 0 | 8,314,990 | 0 | 8,314,990 | 8,314,990 | 26.1% |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
| PennyMac Financial Services, Inc. |
(Name of Issuer)
| Class A common stock, par value $0.0001 |
(Title of Class of Securities)
|
| 70932B 101 |
|
(CUSIP Number)
| December 31, 2017 |
| (Date of Event which Requires Filing of this Statement) |
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
[ ] Rule 13d-1(b)
[ ] Rule 13d-1(c)
[X] Rule 13d-1(d)
* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 ( “Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
| CUSIP NO. 70932B 101 | Schedule 13G | Page 2 of 7 Pages |
|
1 | Names of Reporting Persons: I.R.S. Identification Nos. of above person (entities only) Stanford L. Kurland | |||
| 2 | Check the Appropriate Box if a Member of a Group (See Instructions) | |||
|
|
| (a) [ ] | ||
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| (b) [ ] | ||
| 3 | SEC Use Only | |||
| 4 | Citizenship or Place of Organization United States | |||
| Number Of Shares Beneficially Owned by Each Reporting Person With: | 5 | Sole Voting Power 753,484 (1) | ||
| 6 | Shared Voting Power 8,314,990 (2) | |||
| 7 | Sole Dispositive Power 753,484 (1) | |||
| 8 | Shared Dispositive Power 8,314,990 (2) | |||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person 9,068,474 | |||
| 10 | Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares | |||
| 11 | Percent of Class Represented by Amount in Row (9) 27.8% (3) | |||
| 12 | Type of Reporting Person (See Instructions) IN | |||
| (1) | Consists of 284,348 Class A Units of Private National Mortgage Acceptance Company, LLC that are exchangeable for shares of Class A common stock of the Issuer on a one-for-one basis, subject to customary conversion rate adjustments and 469,136 nonstatutory stock options that will become exercisable within 60 days of December 31, 2017. |
| (2) | Consists of Class A Units of Private National Mortgage Acceptance Company, LLC that are exchangeable for shares of Class A common stock of the Issuer on a one-for-one basis, subject to customary conversion rate adjustments. |
| (3) | The percentage calculation is based upon 23,529,970 shares of Class A common stock outstanding as of December 31, 2017, and is determined in accordance with the rules of the SEC by assuming that the reporting person (and no other individual) has exchanged all of his Class A Units of Private National Mortgage Acceptance Company, LLC for an equivalent number of shares of Class A common stock. |
| CUSIP NO. 70932B 101 | Schedule 13G | Page 3 of 7 Pages |
|
1 | Names of Reporting Persons: I.R.S. Identification Nos. of above person (entities only) Kurland Family Investments, LLC | |||
| 2 | Check the Appropriate Box if a Member of a Group (See Instructions) | |||
|
|
| (a) [ ] | ||
|
|
| (b) [ ] | ||
| 3 | SEC Use Only | |||
| 4 | Citizenship or Place of Organization California | |||
| Number Of Shares Beneficially Owned by Each Reporting Person With: | 5 | Sole Voting Power 0 | ||
| 6 | Shared Voting Power 8,314,990 (1) | |||
| 7 | Sole Dispositive Power 0 | |||
| 8 | Shared Dispositive Power 8,314,990 (1) | |||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person 8,314,990 (1) | |||
| 10 | Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares | |||
| 11 | Percent of Class Represented by Amount in Row (9) 26.1% (2) | |||
| 12 | Type of Reporting Person (See Instructions) OO | |||
| (1) | Consists of Class A Units of Private National Mortgage Acceptance Company, LLC that are exchangeable for shares of Class A common stock of the Issuer on a one-for-one basis, subject to customary conversion rate adjustments. |
| (2) | The percentage calculation is based upon 23,529,970 shares of Class A common stock outstanding as of December 31, 2017, and is determined in accordance with the rules of the SEC by assuming that the reporting person (and no other individual) has exchanged all of its Class A Units of Private National Mortgage Acceptance Company, LLC for an equivalent number of shares of Class A common stock. |
| CUSIP NO. 70932B 101 | Schedule 13G | Page 4 of 7 Pages |
Item 1.
| (a) | Name of Issuer |
|
| PennyMac Financial Services, Inc. |
|
|
|
| (b) | Address of Issuer's Principal Executive Offices |
|
| 3043 Townsgate Road, Westlake Village, CA 91361 |
Item 2.
| (a) | Name of Person Filing: |
|
| This Schedule 13G is filed jointly by Kurland Family Investments, LLC (the “Family LLC”) and Stanford L. Kurland (“Mr. Kurland” and, together with the Family LLC, the “Reporting Persons”) pursuant to a Joint Reporting Agreement, a copy of which is attached as Exhibit 99.1 hereto. Mr. Kurland is the sole manager of the Family LLC and, in that capacity, may be deemed to be the beneficial owner of the 8,314,990 Class A Units of Private National Mortgage Acceptance Company, LLC held by the Family LLC that are exchangeable for shares of Class A Common Stock of the Issuer on a one-for-one basis, subject to customary conversion rate adjustments. Mr. Kurland disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein. |
|
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| (b) | Address of Principal Business Office or, if none, Residence |
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| 3043 Townsgate Road, Westlake Village, CA 91361
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| (c) | Citizenship |
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| The Family LLC is a limited liability company organized under the laws of California and Mr. Kurland is a citizen of the United States. |
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| (d) | Title of Class of Securities: |
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| Class A common stock, par value $0.0001 per share |
|
|
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| (e) | CUSIP Number |
|
| 70932B 101 |
Item 3. If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
Not Applicable
| CUSIP NO. 70932B 101 | Schedule 13G | Page 5 of 7 Pages |
Item 4. Ownership
Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.
| I. | Mr. Kurland |
|
|
|
| (a) | Amount Beneficially Owned: |
|
| 9,068,474 |
|
|
|
| (b) | Percent of Class: |
|
| 27.8% (1) |
| (c) | Number of shares as to which such person has: | |
|
| (i) | Sole power to vote or to direct the vote. |
|
|
| 753,484 (2) |
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| (ii) | Shared power to vote or to direct the vote. |
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| 8,314,990 (3) |
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| (iii) | Sole power to dispose or to direct the disposition of. |
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| 753,484 (2) |
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| (iv) | Shared power to dispose or to direct the disposition of. |
|
|
| 8,314,990 (3) |
| II. | The Family LLC | |
|
|
| |
| (a) | Amount Beneficially Owned: | |
|
| 8,314,990 (3) | |
|
|
| |
| (b) | Percent of Class: | |
|
| 26.1% (1) | |
|
|
| |
| (c) | Number of shares as to which such person has: | |
|
| (i) | Sole power to vote or to direct the vote. |
|
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| 0 |
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|
|
|
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| (ii) | Shared power to vote or to direct the vote. |
|
|
| 8,314,990 (3) |
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|
|
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| (iii) | Sole power to dispose or to direct the disposition of. |
|
|
| 0 |
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|
|
|
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| (iv) | Shared power to dispose or to direct the disposition of. |
|
|
| 8,314,990 (3) |
| (1) | The percentage calculation is based upon 23,529,970 shares of Class A common stock outstanding as of December 31, 2017, and is determined in accordance with the rules of the SEC by assuming that the reporting person (and no other individual) has exchanged all of his or its Class A Units of Private National Mortgage Acceptance Company, LLC for an equivalent number of shares of Class A common stock. |
| (2) | Consists of 284,348 Class A Units of Private National Mortgage Acceptance Company, LLC that are exchangeable for shares of Class A common stock of the Issuer on a one-for-one basis, subject to customary conversion rate adjustments and 469,136 nonstatutory stock options that will become exercisable within 60 days of December 31, 2017. |
| (3) | Consists of Class A Units of Private National Mortgage Acceptance Company, LLC that are exchangeable for shares of Class A common stock of the Issuer on a one-for-one basis, subject to customary conversion rate adjustments. |
| CUSIP NO. 70932B 101 | Schedule 13G | Page 6 of 7 Pages |
Item 5. Ownership of Five Percent or Less of a Class
Not Applicable.
Item 6. Ownership of More than Five Percent on Behalf of Another Person
Not Applicable.
Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person
Not Applicable.
Item 8. Identification and Classification of Members of the Group
Not Applicable.
Item 9. Notice of Dissolution of Group
Not Applicable.
Item 10. Certification
Not Applicable.
| Exhibits | Exhibit |
| 99.1 | Joint Filing Agreement by and among the Reporting Persons. |
| CUSIP NO. 70932B 101 | Schedule 13G | Page 7 of 7 Pages |
SIGNATURE
After reasonable inquiry and to the best of their knowledge and belief, the undersigned certify that the information set forth in this Statement is true, complete and correct.
Dated: February 14, 2018
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| /s/ Stanford L. Kurland | |
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| Stanford L. Kurland | |
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| KURLAND FAMILY INVESTMENTS, LLC | |
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| By: | /s/ Stanford L. Kurland |
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| Stanford L. Kurland, Manager |
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