FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). |
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
EMPIRE RESORTS INC [ NYNY ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 01/12/2004 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
Code | V | Amount | (A) or (D) | Price | ||||||
Common Stock, $.01 par value per share | 01/12/2004 | P | 2,309,753 | A | (1) | 2,309,753(2) | I | By Americas Tower Partners | ||
Common Stock, $.01 par value per share | 98,500 | I | By Trust(3) |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Explanation of Responses: |
1. These shares of common stock of the Issuer (the "Shares") represent a portion of the 6,599,294 Shares issued to Americas Tower Partners ("ATP") in consideration for ATP's holdings in Monticello Raceway Development Company, LLC, Monticello Casino Management, LLC, Mohawk Management, LLC and Monticello Raceway Management, Inc. pursuant to that certain Amended and Restated Securities Contribution Agreement, dated as of December 12, 2003 (the "Contribution Agreement"). |
2. These Shares represent Mr. Bernstein's 1% economic interest and 50% voting power in ATP, representing an indirect interest in 46,195 of the Shares issued to ATP pursuant to the Contribution Agreement. Through the JB Trust, in which Mr. Bernstein's mother, Helen Bernstein, is sole trustee and Mr. Bernstein's children are ultimate beneficiaries, Mr. Bernstein indirectly holds a 49% economic interest with no voting rights of ATP, representing an indirect interest in 2,263,558 of the Shares issued to ATP. Mr. Bernstein disclaims beneficial ownership of the Shares held by the JB Trust. The aggregate market value of Mr. Bernstein's beneficial interest in ATP's holdings (referenced in note 1), based on the market price of the consideration received at closing was $21,018,752.30. |
3. These Shares are held by the JB Trust. Mr. Bernstein disclaims beneficial ownership of all the Shares held by the JB Trust. |
Remarks: |
/s/ Bernstein, Joseph E. | 01/13/2004 | |
** Signature of Reporting Person | Date | |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |