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