0001628280-20-002984.txt : 20200304
0001628280-20-002984.hdr.sgml : 20200304
20200304182022
ACCESSION NUMBER: 0001628280-20-002984
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20200302
FILED AS OF DATE: 20200304
DATE AS OF CHANGE: 20200304
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Vranos Michael W
CENTRAL INDEX KEY: 0001474808
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34569
FILM NUMBER: 20688774
MAIL ADDRESS:
STREET 1: 52 FOREST AVENUE
CITY: OLD GREENWICH
STATE: CT
ZIP: 06870
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Ellington Financial Inc.
CENTRAL INDEX KEY: 0001411342
STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE [6500]
IRS NUMBER: 000000000
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 53 Forest Ave
CITY: Greenwich
STATE: ct
ZIP: 06870
BUSINESS PHONE: 203-698-1200
MAIL ADDRESS:
STREET 1: 53 Forest Ave
CITY: Greenwich
STATE: ct
ZIP: 06870
FORMER COMPANY:
FORMER CONFORMED NAME: Ellington Financial LLC
DATE OF NAME CHANGE: 20070831
4
1
wf-form4_158336400455889.xml
FORM 4
X0306
4
2020-03-02
0
0001411342
Ellington Financial Inc.
EFC
0001474808
Vranos Michael W
53 FOREST AVENUE
OLD GREENWICH
CT
06870
0
1
0
0
Co-Chief Investment Officer
Common Stock
2020-03-02
4
M
0
129516
A
129516
I
In Trusts
Common Stock
850887
I
See Footnote
Common Stock
409879
D
Common Stock
1248453
I
See footnote
Common Stock
177474
I
In Trust
Common Units
2020-03-02
4
M
0
129516
0
D
Common Stock
129516.0
46171
I
See footnote
Converted from a class of limited liability company interests ("Common Units") of Ellington Financial Operating Partnership LLC, the operating partnership of Ellington Financial Inc. (the "Issuer"). Subject to certain conditions, the Common Units were redeemable by the holder for an equivalent number of shares of common stock of the Issuer ("Common Stock") or for the cash value of such shares of Common Stock, at the Issuer's election.
90,757 shares of Common Stock are held by a family trust of which Mr. Vranos is the settlor (the "Vranos Family Trust") and 38,759 shares of Common Stock are held by an entity owned by a family trust of which Laurence Penn is a settlor and for which Mr. Vranos serves as a trustee (the "Penn Family Trust"). Mr. Vranos has certain consent rights with respect to transfers of shares of Common Stock held by the Vranos Family Trust and the Penn Family Trust. Mr. Vranos disclaims any pecuniary interest in the shares of Common Stock held by the Vranos Family Trust and the Penn Family Trust.
Of these 850,887 shares of Common Stock, 850,250 of them are owned directly by EMG Holdings, L.P. ("EMGH") and 637 of them are directly owned by Ellington Financial Management LLC ("EFM"). VC Investments L.L.C. ("VC") is the general partner of EMGH and the managing member of EFM. Mr. Vranos is the managing member of, and holds a controlling interest in, VC. Mr. Vranos and VC together share the power to direct the voting and disposition of shares of Common Stock held by EMGH and EFM, and may be regarded as the beneficial owners of the shares of Common Stock. Each of Mr. Vranos and VC disclaims beneficial ownership of any shares of Common Stock owned beneficially or of record by each other except to the extent of his or its pecuniary interest therein.
Mr. Vranos is the managing member of an entity that holds these shares for estate planning purposes.
Shares of Common Stock are held in family trusts for the benefit of EMGH partners (other than Mr. Vranos) for which Mr. Vranos acts as trustee.
Subject to certain conditions, the Common Units were redeemable by the holder for an equivalent number of shares of Common Stock or for the cash value of such shares of Common Stock, at the Issuer's election.
Of the 129,516 Common Units that were converted into shares of Common Stock, 90,757 Common Units were held by the Vranos Family Trust and 38,759 Common Units were held by the Penn Family Trust. Mr. Vranos has certain consent rights with respect to transfers of all Common Units including those held by the Vranos Family Trust and the Penn Family Trust. Mr. Vranos disclaims any pecuniary interest in the Common Units held by the Vranos Family Trust and the Penn Family Trust. The remaining 46,171 Common Units are held by EMGH. Mr. Vranos and VC together share the power to direct the voting and disposition of Common Units held by EMGH, and may be regarded as the beneficial owners of the Common Units. Each of Mr. Vranos and VC disclaims beneficial ownership of any Common Units owned beneficially or of record by each other except to the extent of his or its pecuniary interest therein.
/s/ Jason S. Frank, attorney-in-fact for Michael W. Vranos
2020-03-04