Form Type: 4

SEC EDGAR Link
Accession Number:0001013594-22-000435
Date:2022-05-10
Issuer: FIVE POINT HOLDINGS, LLC (FPH)
Original Submission Date:

Reporting Person:

LUXOR CAPITAL GROUP, LP
1114 AVENUE OF THE AMERICAS
28TH FLOOR NEW YORK, NY 10036

Reporting Person:

LUXOR CAPITAL PARTNERS OFFSHORE LTD
C/O MAPLES CORPORATE SERVICES LTD.
PO BOX 309, UGLAND HOUSE GEORGE TOWN, E9 KY1-1104

Reporting Person:

LUXOR CAPITAL PARTNERS, LP
1114 AVENUE OF THE AMERICAS
28TH FLOOR NEW YORK, NY 10036

Reporting Person:

LUXOR WAVEFRONT, LP
1114 AVENUE OF THE AMERICAS
28TH FLOOR NEW YORK, NY 10036

Reporting Person:

LCG HOLDINGS LLC
1114 AVENUE OF THE AMERICAS
28TH FLOOR NEW YORK, NY 10036

Reporting Person:

LUXOR CAPITAL PARTNERS LONG, LP
1114 AVENUE OF THE AMERICAS
28TH FLOOR NEW YORK, NY 10036

Reporting Person:

LUXOR CAPITAL PARTNERS LONG OFFSHORE, LTD.
C/O MAPLES CORPORATE SERVICES LIMITED
P.O. BOX 309, UGLAND HOUSE GRAND CAYMAN, E9 KY1-1104

Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
Title of SecurityTransaction Date2a. Deemed Execution Date Transaction CodeSharesAcquired or DisposedPrice per share 5. Amount of Securities Beneficially Owned Following Reported Transaction 6. Ownership Form Direct or IndirectNature of Indirect Ownership
CLASS A COMMON SHARES, NO PAR VALUE 2022-05-10 S 4,900 d $5.32 100,204 f9 indirect
CLASS A COMMON SHARES, NO PAR VALUE 2022-05-10 0 $0.00 67,503 f8 indirect
CLASS A COMMON SHARES, NO PAR VALUE 2022-05-10 0 $0.00 6,329,415 f3 indirect
CLASS A COMMON SHARES, NO PAR VALUE 2022-05-10 0 $0.00 1,682,442 f4 indirect
CLASS A COMMON SHARES, NO PAR VALUE 2022-05-10 0 $0.00 3,466,845 f5 indirect
CLASS A COMMON SHARES, NO PAR VALUE 2022-05-10 0 $0.00 1,340,483 f6 indirect
CLASS A COMMON SHARES, NO PAR VALUE 2022-05-10 0 $0.00 976,787 f7 indirect
Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, convertible securities
Title of Derivative Security Conversion or Exercise Price of Derivative Security Transaction Date Deemed Execution Date Transaction Code Number of Derivative Securities Acquired (A) or Disposed of (D) Date ExercisableExpiration Date Title and Amount of Securities Underlying Derivative Security Price of Derivative Security Number of derivative Securities Beneficially Owned Following Reported Transaction(s) Ownership Form: Direct (D) or Indirect (I) Nature of Indirect Beneficial Ownership
Footnotes
IDfootnote
f1 this form 4 is filed jointly by luxor capital group, lp ("luxor capital group"), luxor capital partners, lp ("onshore fund"), luxor capital partners offshore, ltd. ("offshore feeder fund"), luxor wavefront, lp ("wavefront fund"), luxor capital partners long, lp ("long onshore fund"), luxor capital partners long offshore, ltd. (the "long offshore feeder fund"), lcg holdings, llc ("lcg holdings"), luxor management, llc ("luxor management") and christian leone (collectively, the "reporting persons").
f2 each of the reporting persons may be deemed to be a member of a section 13(d) group that may be deemed to collectively beneficially own more than 10% of the issuer's outstanding shares of common stock. each of the reporting persons disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein. the filing of this form 4 shall not be deemed an admission that the reporting persons are, for purposes of section 13(d) of the securities exchange act of 1934, as amended, the beneficial owners of any securities of the issuer he or it does not directly own.
f3 securities owned directly by onshore fund. each of lcg holdings and luxor capital group, as the general partner and investment manager, respectively, of onshore fund, may be deemed to beneficially own the securities owned directly by onshore fund. luxor management, as the general partner of luxor capital group, and christian leone, as the managing member of each of lcg holdings and luxor management, may be deemed to beneficially own the securities owned directly by onshore fund.
f4 securities owned directly by wavefront fund. each of lcg holdings and luxor capital group, as the general partner and investment manager, respectively, of wavefront fund, may be deemed to beneficially own the securities owned directly by wavefront fund. luxor management, as the general partner of luxor capital group, and christian leone, as the managing member of each of lcg holdings and luxor management, may be deemed to beneficially own the securities owned directly by wavefront fund.
f5 securities owned directly by luxor capital partners offshore master fund, lp ("offshore master fund"). offshore feeder fund, as the owner of a controlling interest in offshore master fund, may be deemed to beneficially own the securities owned directly by offshore master fund. each of lcg holdings and luxor capital group, as the general partner and investment manager, respectively, of offshore master fund, may be deemed to beneficially own the securities owned directly by offshore master fund. luxor management, as the general partner of luxor capital group, and christian leone, as the managing member of each of lcg holdings and luxor management, may be deemed to beneficially own the securities owned directly by offshore master fund.
f6 securities owned directly by qena capital partners offshore master fund, lp ("qena master fund"). each of lcg holdings and luxor capital group, as the general partner and investment manager, respectively of qena master fund, may be deemed to beneficially own the securities owned directly by qena master fund. luxor management, as the general partner of luxor capital group, and christian leone, as the managing member of each of lcg holdings and luxor management, may be deemed to beneficially own the securities owned directly by qena master fund.
f7 securities owned directly by thebes offshore master fund, lp ("thebes master fund"). each of lcg holdings and luxor capital group, as the general partner and investment manager, respectively, of thebes master fund, may be deemed to beneficially own the securities owned directly by thebes master fund. luxor management, as the general partner of luxor capital group, and christian leone, as the managing member of each of lcg holdings and luxor management, may be deemed to beneficially own the securities owned directly by thebes master fund.
f8 securities owned directly by luxor capital partners long offshore master fund, lp ("long offshore master fund"). long offshore feeder fund, as the owner of a controlling interest in long offshore master fund, may be deemed to beneficially own the securities owned directly by long offshore master fund. each of lcg holdings and luxor capital group, as the general partner and investment manager, respectively, of long offshore master fund, may be deemed to beneficially own the securities owned directly by long offshore master fund. luxor management, as the general partner of luxor capital group, and christian leone, as the managing member of each of lcg holdings and luxor management, may be deemed to beneficially own the securities owned directly by long offshore master fund. long offshore master fund disclaims beneficial ownership of these securities for purposes of section 13(d) of the securities exchange act of 1934, as amended.
f9 securities owned directly by long onshore fund. each of lcg holdings and luxor capital group, as the general partner and investment manager, respectively, of long onshore fund, may be deemed to beneficially own the securities owned directly by long onshore fund. luxor management, as the general partner of luxor capital group, and christian leone, as the managing member of each of lcg holdings and luxor management, may be deemed to beneficially own the securities owned directly by long fund onshore. long onshore fund disclaims beneficial ownership of these securities for purposes of section 13(d) of the securities exchange act of 1934, as amended.
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