0001144204-18-032762.txt : 20180605 0001144204-18-032762.hdr.sgml : 20180605 20180605091325 ACCESSION NUMBER: 0001144204-18-032762 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20180601 FILED AS OF DATE: 20180605 DATE AS OF CHANGE: 20180605 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Alala Joseph B III CENTRAL INDEX KEY: 0001587346 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 814-01022 FILM NUMBER: 18880226 MAIL ADDRESS: STREET 1: C/O CAPITALA FINANCE CORP. STREET 2: 4201 CONGRESS STREET, SUITE 360 CITY: CHARLOTTE STATE: NC ZIP: 28209 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Capitala Finance Corp. CENTRAL INDEX KEY: 0001571329 IRS NUMBER: 000000000 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 4201 CONGRESS STREET, SUITE 360 CITY: CHARLOTTE STATE: NC ZIP: 28209 BUSINESS PHONE: 704-376-5502 MAIL ADDRESS: STREET 1: 4201 CONGRESS STREET, SUITE 360 CITY: CHARLOTTE STATE: NC ZIP: 28209 4 1 tv495782_4.xml OWNERSHIP DOCUMENT X0306 4 2018-06-01 0 0001571329 Capitala Finance Corp. CPTA 0001587346 Alala Joseph B III C/O CAPITALA FINANCE CORP. 4201 CONGRESS STREET, SUITE 360 CHARLOTTE NC 28209 1 1 0 0 See Remarks Common Stock 2018-06-01 4 M 0 80204.245 A 534637.85 I via Capitala Private Investments, LLC Common Stock 2018-06-01 4 M 0 237739.425 D 0 I via Capitala Restricted Shares I, LLC Common Stock 360 I via Child Common Stock 360 I via Child Common Stock 9611 D Common Stock 21245.278 I via Capitala Investment Advisors, LLC Common Stock 5559.722 I via Capitala Transaction Corp. Common Stock 972 I via CapitalSouth Corporation Awards 2018-06-01 4 M 0 237739.425 0 D Common Stock, par value $0.01 per share 237739.425 0 I Capitala Restricted Shares I, LLC Awards 2018-06-01 4 M 0 80204.425 0 D Common Stock, par value $0.01 per share 80204.425 0 I Capitala Private Investments, LLC Capitala Restricted Shares I, LLC ("CRS") previously granted Awards with respect to the 237,739.425 shares of Capitala Finance Corp.'s (the "Issuer") common stock held by CRS to certain of Capitala Investment Advisors, LLC's employees pursuant to CRS's 2015 Amended and Restated Equity Compensation Plan, dated September 18, 2015 (the "Plan"). The Plan was previously approved by the Issuer's Board of Directors. On June 1, 2018, the remaining outstanding Awards issued under the Plan vested in a transaction previously approved by the Issuer's Board of Directors and, as a result, CRS distributed an aggregate of 237,739.425 shares of the Issuer's common stock to certain of Capitala Investment Advisors, LLC's employees and related vehicles. The shares of the Issuer's common stock that may be deemed to have been disposed of were previously reported as beneficially owned by Mr. Alala due to his controlling interest in CRS. There are no remaining Awards under the Plan following these transactions. Capitala Private Investments, LLC ("CPI") previously held Awards with respect to 80,204.425 shares of the Issuer's common stock held by CRS. On June 01, 2018, CPI received 80,204.425 shares of the Issuer's common stock in accordance with the Plan. The shares of the Issuer's common stock that may be deemed to have been acquired by CPI were previously reported as beneficially owned by Mr. Alala due to his controlling interest in CRS. The acquisition was approved in advance by the Board of Directors of the Issuer. There are no further remaining unvested Awards scheduled to vest under the Plan. Pursuant to the SEC staff no-action letters to Babson Capital Management LLC (pub. Avail. Dec. 14, 2006) and Carlyle GMS Finance, Inc. (pub. Avail. Oct. 8, 2015), an employee benefit plan sponsored by an investment adviser (or an affiliated person of an investment adviser) to a registered closed-end investment company or a business development company regulated under the Investment Company Act of 1940, as amended, that offers plan participants equity securities of such registered investment company or business development company is considered an "employee benefit plan sponsored by the issuer" for the purposes of Rule 16b-3 under the Securities Exchange Act of 1934, as amended. Mr. Alala disclaims beneficial ownership of any of the Issuer's shares directly held by CPI, CRS, Capitala Transaction Corp., CapitalSouth Corporation and Capitala Investment Advisors, LLC, except to the extent of his pecuniary interest therein, and this report shall not be deemed an admission that Mr. Alala is the beneficial owner of such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or any other purpose. Chairman of the Board of Directors, Chief Executive Officer and President /s/ Richard G. Wheelahan, III, attorney-in-fact 2018-06-04