SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

deVeer R. Kipp

(Last)

(First)

(Middle)

2000 AVENUE OF THE STARS

12TH FLOOR

(Street)

LOS ANGELES

90067

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Ares Management Corp [ ARES ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Partner

3. Date of Earliest Transaction (Month/Day/Year)
06/06/2019

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Stock	06/06/2019		M		42,272	A	$19	1,414,257⁽¹⁾⁽²⁾⁽³⁾	D
Class A Common Stock	06/06/2019		F		37,106	D	$25.72	1,377,151⁽¹⁾⁽²⁾⁽³⁾	D
Class A Common Stock	06/07/2019		S		5,166	D	$26.12⁽⁴⁾	1,371,985⁽¹⁾⁽²⁾⁽³⁾	D
Class A Common Stock								74,866	I	By Ares Owners Holdings L.P.⁽⁵⁾

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Option (Right to Buy)	$19	06/06/2019		M			42,272	⁽⁶⁾	04/30/2024	Class A Common Stock	42,272	$0	169,092	D

Explanation of Responses:

1. Includes a grant of 100,000 restricted units granted on January 31, 2019, each of which represents the right to receive one share of Class A Common Stock upon vesting. The restrictions on such units are scheduled to lapse in four equal installments on January 31, 2021, 2022, 2023 and 2024. Also includes a grant of 750,000 restricted units, each of which represents the right to receive one share of Class A Common Stock upon vesting. The restrictions on such units are scheduled to lapse in four equal installments on January 1, 2019, 2020, 2021 and 2022. In connection with the vesting on January 1, 2019, the reporting person received 95,786 shares of Class A Common Stock, with the remaining 91,714 shares of Class A Common Stock withheld to cover taxes on this transaction. Also includes a grant of 100,000 restricted units, each of which represents the right to receive one share of Class A Common Stock upon vesting. (Continued in Footnote 2)

2. The restrictions on such units are scheduled to lapse on August 15, 2021. Also includes a grant of 28,947 restricted units, each of which represents the right to receive one share of Class A Common Stock upon vesting. The restrictions on such units are scheduled to lapse in three equal installments on May 1, 2017, 2018 and 2019. In connection with the vesting on May 1, 2017, the reporting person received 4,673 shares of Class A Common Stock, with the remaining 4,976 shares of Class A Common Stock withheld to cover taxes on this transaction. In connection with the vesting on May 1, 2018, the reporting person received 4,513 shares of Class A Common Stock, with the remaining 5,136 shares of Class A Common Stock withheld to cover taxes on this transaction. (Continued in Footnote 3)

3. In connection with the vesting on May 1, 2019, the reporting person received 4,513 shares of Class A Common Stock, with the remaining 5,136 shares of Class A Common Stock withheld to cover taxes on this transaction. The amount additionally includes 500,000 shares of Class A Common Stock held by Ares Owners Holdings L.P. ("AOH") on behalf of the reporting person, which were transferred to the reporting person.

4. The price reported in Column 4 is a weighted average price. These shares were sold on June 7, 2019 in multiple transactions at prices ranging from $26.07 to $26.22, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

5. The reporting person or a vehicle controlled by him is a limited partner in AOH, the direct holder of the shares of Class A Common Stock. The shares of Class A Common Stock indirectly held by the reporting person or the vehicle are the number of shares of Class A Common Stock that he or the vehicle has a right to receive as a limited partner in AOH.

6. The options are fully vested as of May 1, 2019.

	/s/ Naseem Sagati Aghili	06/10/2019
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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