UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
(Amendment No. 1)
CURRENT REPORT
Pursuant to Section 13 OR 15(d)
of The Securities Exchange Act of 1934
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If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Explanatory Note.
On October 16, 2024, Five Point Holdings, LLC (the “Company”) filed a Current Report on Form 8-K (the “Original Report”) to report a notice of resignation from the Company’s Board of Directors (the “Board”) tendered by Evan Carruthers under Items 5.02, 8.01 and 9.01 of Form 8-K. Mr. Carruthers indicated that his resignation from the Board would be effective upon the closing of the sale of Castlelake, L.P.’s (“Castlelake’s”) equity interests in the Company and its subsidiaries to Glick Family Investments (“Glick”).
This Current Report on Form 8-K/A (Amendment No. 1) is being filed pursuant to Instruction 2 to Item 5.02 of Form 8-K, solely to amend the Original Report to report the effectiveness of Mr. Carruthers’ resignation from the Board. Item 5.02 of the Original Report is amended as set forth below. Except as set forth herein, no other modifications have been made to the Original Report.
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
The sale of Castlelake’s equity interests to Glick closed on October 22, 2024. As contemplated by Mr. Carruthers’ resignation notice, his resignation from the Board became effective on the same day. As previously reported, his decision to resign from the Board was not the result of any disagreement with the Company.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned duly authorized.
Date: October 28, 2024
| FIVE POINT HOLDINGS, LLC | ||
| By: | /s/ Michael Alvarado | |
| Name: | Michael Alvarado | |
| Title: | Chief Operating Officer, Chief Legal Officer, Vice President and Secretary | |