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UNITED STATES |
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SECURITIES AND EXCHANGE COMMISSION |
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Washington, D.C. 20549 |
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SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. )*
PennyMac Financial Services, Inc.
(Name of Issuer)
Class A common stock, par value $0.0001
(Title of Class of Securities)
70932B 101
(CUSIP Number)
December 31, 2013
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
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Rule 13d-1(b) |
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Rule 13d-1(c) |
x |
Rule 13d-1(d) |
* The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures previously provided in a prior cover page.
The information required in the remainder of this cover page shall not be deemed to be filed for the purpose of Section 18 of the Securities Exchange Act of 1934 (the Act) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act.
CUSIP No. 70932B 101 |
Schedule 13G |
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1 |
Names of Reporting Persons: Stanford L. Kurland | |||
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2 |
Check the Appropriate Box if a Member of a Group (See Instructions) | |||
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(a) |
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(b) |
o | ||
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3 |
SEC Use Only | |||
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4 |
Citizenship or Place of Organization | |||
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Number of |
5 |
Sole Voting Power | |||
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Shared Voting Power | ||||
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7 |
Sole Dispositive Power | ||||
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8 |
Shared Dispositive Power | ||||
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9 |
Aggregate Amount Beneficially Owned by Each Reporting Person | |||
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10 |
Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares o | |||
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11 |
Percent of Class Represented by Amount in Row (9) | |||
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12 |
Type of Reporting Person (See Instructions) | |||
(1) Consists of Class A Units of Private National Mortgage Acceptance Company, LLC that are exchangeable for shares of Class A Common Stock of the Issuer on a one-for-one basis, subject to customary conversion rate adjustments.
(2) The percentage calculation is based upon 18,887,777 shares of Class A common stock outstanding as reported on the Issuers Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 14, 2013.
CUSIP No. 70932B 101 |
Schedule 13G |
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1 |
Names of Reporting Persons: Kurland Family Investments, LLC | |||
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2 |
Check the Appropriate Box if a Member of a Group (See Instructions) | |||
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(a) |
o | ||
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(b) |
o | ||
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3 |
SEC Use Only | |||
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4 |
Citizenship or Place of Organization | |||
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Number of |
5 |
Sole Voting Power | |||
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6 |
Shared Voting Power | ||||
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7 |
Sole Dispositive Power | ||||
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8 |
Shared Dispositive Power | ||||
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9 |
Aggregate Amount Beneficially Owned by Each Reporting Person | |||
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10 |
Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares o | |||
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11 |
Percent of Class Represented by Amount in Row (9) | |||
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12 |
Type of Reporting Person (See Instructions) | |||
(1) Consists of Class A Units of Private National Mortgage Acceptance Company, LLC that are exchangeable for shares of Class A Common Stock of the Issuer on a one-for-one basis, subject to customary conversion rate adjustments.
(2) The percentage calculation is based upon 18,887,777 shares of Class A common stock outstanding as reported on the Issuers Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 14, 2013.
CUSIP No. 70932B 101 |
Schedule 13G |
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Item 1. | ||
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(a) |
Name of Issuer |
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(b) |
Address of Issuers Principal Executive Offices |
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Item 2. | ||
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(a) |
Name of Person Filing: |
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(b) |
Address of Principal Business Office or, if none, Residence The address for the Family LLC is 6005 William Bent Road, Hidden Hills, California 91302. |
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(c) |
Citizenship |
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(d) |
Title of Class of Securities: |
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(e) |
CUSIP Number |
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Item 3. |
If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: | |
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Not Applicable |
CUSIP No. 70932B 101 |
Schedule 13G |
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Item 4. |
Ownership | ||
Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1. | |||
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I. |
Mr. Kurland | |
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(a) |
Amount beneficially owned: 8,599,338 (1) | |
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(b) |
Percent of class: 31.3% (2) | |
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(c) |
Number of shares as to which such person has: | |
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(i) |
Sole power to vote or to direct the vote. 284,348 (1) |
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(ii) |
Shared power to vote or to direct the vote. 8,314,990 (1) |
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(iii) |
Sole power to dispose or to direct the disposition of. 284,348 (1) |
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(iv) |
Shared power to dispose or to direct the disposition of. 8,314,990 (1) |
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II. |
The Family LLC | |
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(a) |
Amount beneficially owned: 8,314,990 (1) | |
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(b) |
Percent of class: 30.6% (2) | |
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(c) |
Number of shares as to which such person has: | |
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(i) |
Sole power to vote or to direct the vote. 0 |
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(ii) |
Shared power to vote or to direct the vote. 8,314,990 (1) |
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(iii) |
Sole power to dispose or to direct the disposition of. 0 |
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(iv) |
Shared power to dispose or to direct the disposition of. 8,314,990 (1) |
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Item 5. |
Ownership of Five Percent or Less of a Class |
Not Applicable.
Item 6. |
Ownership of More than Five Percent on Behalf of Another Person |
Not Applicable
Item 7. |
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person |
Not Applicable
Item 8. |
Identification and Classification of Members of the Group |
Not Applicable
Item 9. |
Notice of Dissolution of Group |
Not Applicable
CUSIP No. 70932B 101 |
Schedule 13G |
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Item 10. |
Certification |
Not Applicable
(1) Consists of Class A Units of Private National Mortgage Acceptance Company, LLC that are exchangeable for shares of Class A Common Stock of the Issuer on a one-for-one basis, subject to customary conversion rate adjustments.
(2) The percentage calculation is based upon 18,887,777 shares of Class A common stock outstanding as reported on the Issuers Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 14, 2013.
Exhibits |
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Exhibit |
99.1 |
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Joint Filing Agreement by and among the Reporting Persons. |
SIGNATURE
After reasonable inquiry and to the best of their knowledge and belief, the undersigned certify that the information set forth in this Statement is true, complete and correct.
Dated: February 26, 2014
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/s/ Stanford L. Kurland | |
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Stanford L. Kurland | |
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KURLAND FAMILY INVESTMENTS, LLC | |
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By: |
/s/ Stanford L. Kurland |
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Stanford L. Kurland, Manager |
Exhibit 99.1
JOINT FILING AGREEMENT
This Joint Filing Agreement, dated as of February 26, 2014, is entered into by and among Kurland Family Investments, LLC and Stanford L. Kurland (collectively, the Filers).
Each of the Filers may be required to file with the United States Securities and Exchange Commission a statement on Schedule 13D or 13G with respect to shares of Class A common stock of PennyMac Financial Services, Inc. beneficially owned by them from time to time.
Pursuant to and in accordance with Rule 13(d)(1)(k) promulgated under the Securities Exchange Act of 1934, as amended, the Filers hereby agree to file a single statement on Schedule 13G or 13D (and any amendments thereto) on behalf of each of such parties, and hereby further agree to file this Joint Filing Agreement as an exhibit to such statement, as required by such rule.
This Joint Filing Agreement may be terminated by any of the Filers upon one weeks prior written notice or such lesser period of notice as the Filers may mutually agree.
Executed and delivered as of the date first above written.
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/s/ Stanford L. Kurland | |
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Stanford L. Kurland | |
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KURLAND FAMILY INVESTMENTS, LLC | |
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By: |
/s/ Stanford L. Kurland |
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Stanford L. Kurland, Manager |