-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, KS7g+WmxRXz4Z/zRc/UZdfTdVBMwQloSdVJxVOLudPEs7IzLYXUGbOZM35z/Hr2W pysBp42QeBsEdHeLBjS6nQ== 0001124465-05-000001.txt : 20050114 0001124465-05-000001.hdr.sgml : 20050114 20050114184226 ACCESSION NUMBER: 0001124465-05-000001 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20050112 FILED AS OF DATE: 20050114 DATE AS OF CHANGE: 20050114 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: NARDONE RANDAL A CENTRAL INDEX KEY: 0001124465 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-31458 FILM NUMBER: 05531747 BUSINESS ADDRESS: STREET 1: 1251 AVENUE OF THE AMERICAS 16FLOOR CITY: NEW YORK STATE: NY ZIP: 10020 BUSINESS PHONE: 2127986100 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: NEWCASTLE INVESTMENT CORP CENTRAL INDEX KEY: 0001175483 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 810559116 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: C/O FORTRESS STREET 2: 1251 AVENUE OF THE AMERICAS 16TH FL CITY: NEW YORK STATE: NY ZIP: 10020 BUSINESS PHONE: 2127986100 MAIL ADDRESS: STREET 1: C/O FORTRESS STREET 2: 1251 AVENUE OF THE AMERICAS 16TH FL CITY: NEW YORK STATE: NY ZIP: 10020 4 1 primary_doc.xml PRIMARY DOCUMENT X0202 4 2005-01-12 0 0001175483 NEWCASTLE INVESTMENT CORP NCT 0001124465 NARDONE RANDAL A 0 1 0 0 Secretary Common Stock, par value $0.01 306000 D Common Stock, par value $0.01 355100 I By Fortress Principal Investment Holdings II LLC Series B Preferred Stock, par value $0.01 1096 I By Newcastle Investment Holdings LLC Option (Right to Buy) 29.6 2005-01-12 4 J 0 330000 0 A 2015-01-12 Common Stock, par value $0.01 330000 330000 I By Fortress Investment Holdings LLC Represents an increase in shares being reported as owned directly by Mr. Nardone as a result of a transaction effected on December 17, 2004 that was exempt under Rule16(a)-13. Represents a decrease in shares being reported as being indirectly held by Mr. Nardone as a result of the transaction described in footnote (1). Mr. Nardone may be deemed to be the beneficial owner of shares of common stock of the issuer by virtue of his beneficial ownership of a portion of Fortress Principal Investment Holdings II LLC ("FPIH II"); Mr. Nardone disclaims beneficial ownership of these shares held by FPIH II except to the extent of his pecuniary interest therein. Mr. Nardone may be deemed to be the beneficial owner of these shares by virtue of his beneficial ownership of a portion of FPIH II and his ownership of interest in Newcastle Investment Holdings LLC ("NIH"); FPIH II is the managing member of and also owns a portion of NIH. Mr. Nardone disclaims beneficial ownership of shares of the Issuer held by NIH except to the extent of his pecuniary interest therein. Option granted to Fortress Investment Holdings LLC. The Option is fully vested on the date of the grant and is exercisable in thirty (30) equal monthly installments beginning February 1, 2005. Mr. Nardone may be deemed to be the beneficial owner of these shares by virtue of his beneficial ownership of a portion of Fortress Investment Holdings LLC ("FIH"). Mr. Nardone disclaims beneficial ownership of all shares of common stock of the Issuer and derivative securities therefore held by FIH except to the the extent of his pecuniary interest therein. /s/ Randal A. Nardone 2005-01-14 -----END PRIVACY-ENHANCED MESSAGE-----