0000899243-20-007791.txt : 20200310
0000899243-20-007791.hdr.sgml : 20200310
20200310192310
ACCESSION NUMBER: 0000899243-20-007791
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20200306
FILED AS OF DATE: 20200310
DATE AS OF CHANGE: 20200310
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: GROSS MICHAEL S
CENTRAL INDEX KEY: 0001186884
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 814-00754
FILM NUMBER: 20703480
MAIL ADDRESS:
STREET 1: C/O SOLAR CAPITAL LTD.
STREET 2: 500 PARK AVENUE, 3RD FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Solar Capital Ltd.
CENTRAL INDEX KEY: 0001418076
IRS NUMBER: 261381340
STATE OF INCORPORATION: MD
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 500 PARK AVENUE
STREET 2: 3RD FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
BUSINESS PHONE: (212) 993-1670
MAIL ADDRESS:
STREET 1: 500 PARK AVENUE
STREET 2: 3RD FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2020-03-06
0
0001418076
Solar Capital Ltd.
SLRC
0001186884
GROSS MICHAEL S
C/O SOLAR CAPITAL LTD., 500 PARK AVENUE
NEW YORK
NY
10022
1
1
0
0
See Remarks
Common Stock
2020-03-06
4
P
0
10000
18.71
A
2331761
I
See Footnotes
Common Stock
2020-03-09
4
P
0
13750
17.41
A
2345511
I
See Footnotes
Common Stock
2020-03-10
4
P
0
23375
16.96
A
2368886
I
See Footnotes
Common Stock
165894
D
The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions. The reported price for the share purchases made on March 6, 2020 is based on prices ranging from a low of $18.62 per share to a high of $18.76 per share. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price set forth above in the transactions reported in this footnote and in the transactions set forth in footnotes (5) and (6) below.
Includes 97,250 shares of the Solar Capital Ltd. (the "Issuer") directly held by Mr. Gross' profit sharing plan (the "Profit Sharing Plan"), 23,750 of which were reported as purchased on this Form 4 (10,000 on March 6, 2020 and 13,750 on March 9, 2020). The total indirect ownership also includes 43,375 shares of the Issuer held by certain trusts for the benefit of family members for which Mr. Gross serves as trustee (the "Family Trusts"), 23,375 of which were reported as purchased on this Form 4. Mr. Gross may be deemed to directly beneficially own these shares by virtue of his control with respect to the Family Trusts. The total indirect ownership also includes 208,248 shares of the Issuer held by Solar Capital Partners Employee Stock Plan, LLC (the "SCP Plan"). The SCP Plan is controlled by Solar Capital Partners, LLC ("Solar Capital Partners").
(Continued from Footnote (2)) Michael S. Gross and Bruce J. Spohler may be deemed to indirectly beneficially own a portion of the shares held by the SCP Plan by virtue of their collective ownership interest in Solar Capital Partners. In addition, the total includes 1,285,013 shares of the Issuer held by Solar Capital Investors, LLC ("Solar Capital I") and 715,000 shares of the Issuer held by Solar Capital Investors II, LLC ("Solar Capital II"), a portion of both of which may be deemed to be indirectly beneficially owned by Mr. Gross, Mr. Spohler and a grantor retained annuity trust setup by and for Mr. Gross (the "GRAT") by virtue of their collective ownership interest therein. In addition, the total includes 20,000 shares of the Issuer held by the GRAT, which Mr. Gross may be deemed to directly beneficially own as the sole trustee of the GRAT.
(Continued from Footnote (3)) Mr. Gross may be deemed to directly beneficially own these shares as the sole participant in the Profit Sharing Plan and as trustee and immediate family member of the Family Trusts. Mr. Gross disclaims beneficial ownership of any of the Issuer's securities directly held by the SCP Plan, Solar Capital I, Solar Capital II, or the Family Trusts except to the extent of his pecuniary interest therein, and this report shall not be deemed an admission that Mr. Gross is the beneficial owner of such securities for purposes of Section 16 or any other purpose.
The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions. The reported price for the share purchases made on March 9, 2020 is based on prices ranging from a low of $17.17 per share to a high of $17.53 per share.
The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions. The reported price for the share purchases made on March 10, 2020 is based on prices ranging from a low of $16.91 per share to a high of $17.02 per share.
Co-Chief Executive Officer, President, Chairman of the Board
/s/ Michael S. Gross
2020-03-10