0001831631-21-000072.txt : 20210804
0001831631-21-000072.hdr.sgml : 20210804
20210804165803
ACCESSION NUMBER: 0001831631-21-000072
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20210802
FILED AS OF DATE: 20210804
DATE AS OF CHANGE: 20210804
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Hsieh Anthony Li
CENTRAL INDEX KEY: 0001655400
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40003
FILM NUMBER: 211144924
MAIL ADDRESS:
STREET 1: C/O LOANDEPOT, 26642 TOWNE CENTRE DRIVE
CITY: FOOTHILL RANCH
STATE: CA
ZIP: 92610
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: JLSA, LLC
CENTRAL INDEX KEY: 0001844044
STATE OF INCORPORATION: CA
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40003
FILM NUMBER: 211144923
BUSINESS ADDRESS:
STREET 1: 26642 TOWNE CENTRE DRIVE
CITY: FOOTHILL RANCH
STATE: CA
ZIP: 92610
BUSINESS PHONE: 888-983-3240
MAIL ADDRESS:
STREET 1: 26642 TOWNE CENTRE DRIVE
CITY: FOOTHILL RANCH
STATE: CA
ZIP: 92610
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: JLSSAA Trust
CENTRAL INDEX KEY: 0001843864
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40003
FILM NUMBER: 211144922
BUSINESS ADDRESS:
STREET 1: 26642 TOWNE CENTRE DRIVE
CITY: FOOTHILL RANCH
STATE: CA
ZIP: 92610
BUSINESS PHONE: 888-983-3240
MAIL ADDRESS:
STREET 1: 26642 TOWNE CENTRE DRIVE
CITY: FOOTHILL RANCH
STATE: CA
ZIP: 92610
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Trilogy Management Investors Six, LLC
CENTRAL INDEX KEY: 0001844078
STATE OF INCORPORATION: CA
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40003
FILM NUMBER: 211144920
BUSINESS ADDRESS:
STREET 1: 26642 TOWNE CENTRE DRIVE
CITY: FOOTHILL RANCH
STATE: CA
ZIP: 92610
BUSINESS PHONE: 888-983-3240
MAIL ADDRESS:
STREET 1: 26642 TOWNE CENTRE DRIVE
CITY: FOOTHILL RANCH
STATE: CA
ZIP: 92610
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Trilogy Management Investors Eight, LLC
CENTRAL INDEX KEY: 0001844072
STATE OF INCORPORATION: CA
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40003
FILM NUMBER: 211144918
BUSINESS ADDRESS:
STREET 1: 26642 TOWNE CENTRE DRIVE
CITY: FOOTHILL RANCH
STATE: CA
ZIP: 92610
BUSINESS PHONE: 888-983-3240
MAIL ADDRESS:
STREET 1: 26642 TOWNE CENTRE DRIVE
CITY: FOOTHILL RANCH
STATE: CA
ZIP: 92610
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Trilogy Management Investors Seven, LLC
CENTRAL INDEX KEY: 0001844073
STATE OF INCORPORATION: CA
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40003
FILM NUMBER: 211144919
BUSINESS ADDRESS:
STREET 1: 26642 TOWNE CENTRE DRIVE
CITY: FOOTHILL RANCH
STATE: CA
ZIP: 92610
BUSINESS PHONE: 888-983-3240
MAIL ADDRESS:
STREET 1: 26642 TOWNE CENTRE DRIVE
CITY: FOOTHILL RANCH
STATE: CA
ZIP: 92610
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Trilogy Mortgage Holdings, Inc.
CENTRAL INDEX KEY: 0001844077
STATE OF INCORPORATION: CA
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40003
FILM NUMBER: 211144921
BUSINESS ADDRESS:
STREET 1: 26642 TOWNE CENTRE DRIVE
CITY: FOOTHILL RANCH
STATE: CA
ZIP: 92610
BUSINESS PHONE: 888-983-3240
MAIL ADDRESS:
STREET 1: 26642 TOWNE CENTRE DRIVE
CITY: FOOTHILL RANCH
STATE: CA
ZIP: 92610
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: loanDepot, Inc.
CENTRAL INDEX KEY: 0001831631
STANDARD INDUSTRIAL CLASSIFICATION: FINANCE SERVICES [6199]
IRS NUMBER: 000000000
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 26642 TOWNE CENTRE DRIVE
CITY: FOOTHILL RANCH
STATE: CA
ZIP: 92610
BUSINESS PHONE: 888-337-6888
MAIL ADDRESS:
STREET 1: 26642 TOWNE CENTRE DRIVE
CITY: FOOTHILL RANCH
STATE: CA
ZIP: 92610
4
1
wf-form4_162811066825524.xml
FORM 4
X0306
4
2021-08-02
0
0001831631
loanDepot, Inc.
LDI
0001655400
Hsieh Anthony Li
26642 TOWNE CENTRE DRIVE
FOOTHILL RANCH
CA
92610
1
1
1
0
Chief Executive Officer
0001844044
JLSA, LLC
26642 TOWNE CENTRE DRIVE
FOOTHILL RANCH
CA
92610
0
0
1
0
0001843864
JLSSAA Trust
26642 TOWNE CENTRE DRIVE
FOOTHILL RANCH
CA
92610
0
0
1
0
0001844077
Trilogy Mortgage Holdings, Inc.
26642 TOWNE CENTRE DRIVE
FOOTHILL RANCH
CA
92610
0
0
1
0
0001844078
Trilogy Management Investors Six, LLC
26642 TOWNE CENTRE DRIVE
FOOTHILL RANCH
CA
92610
0
0
1
0
0001844073
Trilogy Management Investors Seven, LLC
26642 TOWNE CENTRE DRIVE
FOOTHILL RANCH
CA
92610
0
0
1
0
0001844072
Trilogy Management Investors Eight, LLC
26642 TOWNE CENTRE DRIVE
FOOTHILL RANCH
CA
92610
0
0
1
0
Class C Common Stock, par value $0.001 per share
2021-08-02
4
J
0
3882188
0
D
126815825
I
See Footnotes
Class A Common Stock
2021-08-02
4
C
0
3882188
0
A
3882188
I
See Footnotes
Class A Common Stock
2021-08-02
4
J
0
3882188
0
D
0
I
See Footnotes
Class A Common Stock, par value $0.001 per share
1059500
D
Class C Common Stock, par value $0.001 per share
8114521
I
By JLSSAA Trust
Class C Common Stock, par value $0.001 per share
4310497
I
By JLSA, LLC
Class C Common Stock, par value $0.001 per share
48945633
I
By Trilogy Mortgage Holdings, Inc.
Common Units
2021-08-02
4
C
0
3882188
0
D
Class A Common Stock
3882188.0
126815825
I
See Footnote
Common Units
Class A Common Stock
8114521.0
8114521
I
By The JLSSAA Trust
Common Units
Class A Common Stock
4310497.0
4310497
I
By JLSA, LLC
Common Units
Class A Common Stock
48945633.0
48945633
I
Trilogy Mortgage Holdings, Inc.
In the reorganization transactions in connection with the initial public offering of the Issuer, shares of Class C Common Stock were issued to certain holders of Common Units in LD Holdings Group LLC ("LDHoldings") equal to the number of Common Units held by such holders. Pursuant to the Fourth Amended and Restated Limited Liability Company Agreement of LD Holdings, holders of Common Units may, subject to certain exceptions, from time to time require LD Holdings to redeem all or a portion of the Common Units held indirectly for their benefit, in exchange for, at the Issuer's election (determined solely by a majority of the Issuer's directors who are disinterested), newly issued shares of Class A Common Stock of the Issuer on a one-for-one basis or a cash payment equal to an average market price of one share of Class A Common Stock for each Common Unit so redeemed.
Anthony Hsieh ("Reporting Person") has voting and investment power over the shares of Class C Common Stock, par value $0.001 ("Class C Common Stock"), of the Issuer owned by each of JLSA, LLC, The JLSSAA Trust, Trilogy Mortgage Holdings, Inc., Trilogy Mortgage Investors Six, LLC ("Trilogy Six"), Trilogy Management Investors Seven, LLC ("Trilogy Seven") and Trilogy Management Investors Eight,LLC ("Trilogy Eight") (collectively, "Other Reporting Persons").
Certain executive officers and employees of the Issuer elected to cause Trilogy Six, Trilogy Seven and Trilogy Eight to exchange a portion of the Common Units held for their benefit by such entities for an equal number of shares of Class A Common Stock, par value $0.001 ("Class A Common Stock"), and to cause Trilogy Six, Trilogy Seven and Trilogy Eight, as applicable, to distribute such shares of Class A Common Stock to such persons directly. The shares of Class C Common Stock corresponding to the Common Units that were exchanged for Class A Common Stock were cancelled for no consideration.
Certain directors, executive officers and employees of Issuer have an indirect pecuniary interest in a portion of the securities of Issuer and LD Holdings Group LLC held by Trilogy Six, Trilogy Seven andTrilogy Eight. Each of the Reporting Persons expressly disclaims beneficial ownership of the equity securities reported herein, except to the extent of their respective pecuniary interests therein, and the filing of this Form 4 shall not be construed as an admission that any such Reporting Person is the beneficial owner of any equity securities covered by this Form 4.
Represents 3,185,293 Common Units held by Trilogy Six, 80,178 Common Units held by Trilogy Seven and 616,717 Common Units held by Trilogy Eight that were exchanged for shares of Class A Common Stock and the cancellation of the corresponding shares of Class C Common Stock on a one-for-one basis as described in footnote 1. After such dispositions, each of Trilogy Six, Trilogy Seven and Trilogy Eight hold 108,214,284, 17,709,918 and 891,623 Common Units respectively. The foregoing transactions were effected on behalf of certain persons who held indirect pecuniary interests in Trilogy Six, Trilogy Seven and Trilogy Eight and the Reporting Person disclaims all pecuniary interest with respect to the securities so exchanged, cancelled or distributed in connection with such transactions.
/s/ Peter Macdonald, as Attorney-in-Fact for Anthony Li Hsieh
2021-08-02
/s/ Peter Macdonald, as Attorney-in-Fact for Anthony Li Hsieh
2021-08-02
/s/ Peter Macdonald, as Attorney-in-Fact for Anthony Li Hsieh
2021-08-02
/s/ Peter Macdonald, as Attorney-in-Fact for Anthony Li Hsieh
2021-08-02