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*
Brickman James R.

(Last) (First) (Middle)
2805 DALLAS PARKWAY, SUITE 400

(Street)
PLANO TX 75093

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Green Brick Partners, Inc. [ GRBK ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Executive Officer
3. Date of Earliest Transaction (Month/Day/Year)
01/02/2017
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)
Code V Amount (A) or (D) Price
Common Stock 01/02/2017 A(1) 32,085 A $0.00 1,557,704 D
Common Stock 01/02/2017 F(1) 12,706 D $9.35 1,544,998 D
Common Stock 100,968 I By Roger E. Brickman GST Marital Trust(2)
Common Stock 15,000 I By Brickman Living Trust(3)
Common Stock 93,468 I By L. Loraine Brickman Revocable Trust(4)
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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
1. On January 2, 2017, Green Brick Partners, Inc. (the "Issuer") granted a discretionary stock bonus award under the Issuer's 2014 Omnibus Equity Incentive Plan to James R. Brickman, the Issuer's Chief Executive Officer, pursuant to which the Issuer issued 32,085 shares of the Issuer's common stock to Mr. Brickman. The shares of common stock granted were fully vested upon issuance and the Issuer withheld 12,706 of the shares of common stock granted to satisfy required tax withholding in respect of the stock bonus award as was approved by the Compensation Committee of the Issuer's Board of Directors. The shares of common stock granted to Mr. Brickman were valued at $9.35 per share, the closing price per share of the Issuer's common stock on December 5, 2016.
2. Mr. Brickman may be deemed to indirectly beneficially own shares of common stock of the Issuer directly held by the Roger E. Brickman GST Marital Trust (the "Marital Trust") by virtue of his position as a co-trustee of the Marital Trust. Mr. Brickman disclaims beneficial ownership of the shares of common stock of the Issuer directly held by the Marital Trust except to the extent of his pecuniary interest therein, and this report shall not be deemed an admission that Mr. Brickman is the beneficial owner of such securities for purposes of Section 16 or any other purpose.
3. Mr. Brickman may be deemed to indirectly beneficially own shares of common stock of the Issuer directly held by the Brickman Living Trust (the "Living Trust") by virtue of his position as the trustee of the Living Trust. Mr. Brickman disclaims beneficial ownership of the shares of common stock of the Issuer directly held by the Living Trust except to the extent of his pecuniary interest therein, and this report shall not be deemed an admission that Mr. Brickman is the beneficial owner of such securities for purposes of Section 16 or any other purpose.
4. Mr. Brickman may be deemed to indirectly beneficially own shares of common stock of the Issuer directly held by the L. Loraine Brickman Revocable Trust (the "Revocable Trust") by virtue of his position as a co-trustee of the Revocable Trust. Mr. Brickman disclaims beneficial ownership of the shares of common stock of the Issuer directly held by the Revocable Trust except to the extent of his pecuniary interest therein, and this report shall not be deemed an admission that Mr. Brickman is the beneficial owner of such securities for purposes of Section 16 or any other purpose.
Remarks:
/s/ James R. Brickman 01/03/2017
** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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