Statement of Changes in Beneficial Ownership (4)
13 July 2016 - 6:47AM
Edgar (US Regulatory)
FORM 4
[
X
]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
Estimated average burden
hours per response...
0.5
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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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1. Name and Address of Reporting Person
*
Boos Frederick J II
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2. Issuer Name
and
Ticker or Trading Symbol
Hatteras Financial Corp
[
HTS
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director
_____ 10% Owner
__
X
__ Officer (give title below)
_____ Other (specify below)
Chief Investment Officer
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(Last)
(First)
(Middle)
C/O HATTERAS FINANCIAL CORP., 751 W. FOURTH ST., SUITE 400
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3. Date of Earliest Transaction
(MM/DD/YYYY)
7/12/2016
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(Street)
WINSTON-SALEM, NC 27101
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_
X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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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)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock
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7/12/2016
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D
(1)
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167448
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D
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(2)
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0
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D
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Common Stock
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7/12/2016
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D
(1)
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1135
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D
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(3)
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0
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I
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By Atlantic Capital Advisors LLC
(4)
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Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3)
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2. Conversion or Exercise Price of Derivative Security
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3. Trans. Date
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3A. Deemed Execution Date, if any
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4. Trans. Code
(Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
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8. Price of Derivative Security
(Instr. 5)
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
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11. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Explanation of Responses:
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(
1)
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Disposed of pursuant to the Agreement and Plan of Merger, dated as of April 10, 2016 (the "Merger Agreement"), by and among Hatteras Financial Corp., Annaly Capital Management, Inc. ("Annaly") and Ridgeback Merger Sub Corporation.
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(
2)
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Pursuant to the Merger Agreement, (i) 77,181 shares of restricted common stock vested immediately prior to the Effective Time (as defined in the Merger Agreement) and were cancelled in exchange for the right to receive 1.5226 shares of Annaly restricted common stock per share of common stock, and (ii) 90,267 shares of common stock were exchanged for the right to receive the Offer Consideration or the Common Merger Consideration (each as defined in the Merger Agreement).
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(
3)
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Pursuant to the Merger Agreement, each share of common stock was exchanged for the right to receive the Offer Consideration or the Common Merger Consideration (each as defined in the Merger Agreement).
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(
4)
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The reporting person is a member of the limited liability company that owns the reported securities. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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Boos Frederick J II
C/O HATTERAS FINANCIAL CORP.
751 W. FOURTH ST., SUITE 400
WINSTON-SALEM, NC 27101
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Chief Investment Officer
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Signatures
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/s/ Kenneth A. Steele, Attorney-in-Fact
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7/12/2016
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 4(b)(v).
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**
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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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 control number.
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