Sam Levinson - 22 Oct 2024 Form 4 Insider Report for Five Point Holdings, LLC (FPH)

Role: Director
Signature: /s/ Mike Alvarado, as attorney-in-fact
Issuer symbol: FPH
Transactions as of: 22 Oct 2024
Net transactions value: +$70,099,359
Form type: 4
Filing time: 24 Oct 2024, 20:36:28 UTC
Previous filing: 23 Oct 2024
Next filing: 16 Dec 2024
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	FPH	Class A common shares	Purchase	$10,341,526	+3,283,024	+112%	$3.15	6,219,241	22 Oct 2024	See Footnote	F1
transaction	FPH	Class A common shares	Award	$0	+10,730		$0.000000	10,730	23 Oct 2024	Direct	F2

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	FPH	Class B common shares	Purchase	$17,069	+18,965,322		$0.000900^*	18,965,322	22 Oct 2024	Class A common shares	5,690		See Footnote	F3, F4
transaction	FPH	Class A units of Five Point Operating Company, LP	Purchase	$22,370,119	+7,101,625		$3.15	7,101,625	22 Oct 2024	Class A common shares	7,101,625		See Footnote	F3, F4
transaction	FPH	Class A units of The Shipyard Communities, LLC	Purchase	$37,370,646	+11,863,697		$3.15	11,863,697	22 Oct 2024	Class A common shares	11,863,697		See Footnote	F3, F4

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	The Class A common shares are owned by GFFP Holdings, LLC (GFFP). GF GW II, LLC (GF GW) is the managing member of GFFP, and Mr. Levinson is a managing member of GF GW. By virtue of these relationships, Mr. Levinson may be deemed to beneficially own the Class A common shares owned by GFFP.
F2	This award represents an award pursuant to the Company's director compensation program, prorated for service through the end of 2024. Mr. Levinson was granted restricted shares that will vest on December 31, 2024, subject to his continued service with the Company through such vesting date.
F3	Class A units of The Shipyard Communities, LLC (San Francisco Venture) are exchangeable for Class A units of Five Point Operating Company, LP (Operating Company) on a one-for-one basis. Holders of Class A units of the Operating Company may exchange their units for, at the Company's option, either Class A common shares on a one-for-one basis or an equivalent amount in cash based on the then prevailing market price of the Class A common shares. When the Company acquires Class A units of the Operating Company, whether for Class A common shares or for cash, an equivalent number of the exchanging holder's Class B common shares will automatically convert into Class A common shares, with each Class B common share convertible into 0.0003 Class A common shares.
F4	The Class B common shares, Class A units of the Operating Company and Class A units of the San Francisco Venture are owned by GFFP. By virtue of the relationships described in footnote 1, Mr. Levinson may be deemed to beneficially own the securities owned by GFFP.