Repertoire Master Fund Lp bought $291,575 worth of shares (14,991 units at $19.45) and sold $1,809,536 worth of shares (93,500 units at $19.35), decreasing direct ownership by 7% to 1,083,825 units (SEC Form 4)
$PTMN
Finance: Consumer Services
Finance
| 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). | |||||||||||||||||
| Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10. | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
Portman Ridge Finance Corp [ PTMN ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 06/01/2023 | ||||||||||||||||||||||||||
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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(1) | 06/01/2023 | X/K(1) | 100 | A | $22.67 | 1,162,434(1) | D | |||
| Common Stock(1) | 06/01/2023 | J/K(1) | 100 | D | $19.45 | 1,162,334(1) | D | |||
| Common Stock(2) | 06/01/2023 | X/K(2) | 7,218 | A | $22.65 | 1,169,552(2) | D | |||
| Common Stock(2) | 06/01/2023 | J/K(2) | 7,218 | D | $19.45 | 1,162,334(2) | D | |||
| Common Stock(3) | 06/01/2023 | X/K(3) | 1,233 | A | $22.0259 | 1,163,567(3) | D | |||
| Common Stock(3) | 06/01/2023 | J/K(3) | 1,233 | D | $19.45 | 1,162,334(3) | D | |||
| Common Stock(4) | 06/01/2023 | X/K(4) | 6,440 | A | $21.0692 | 1,168,774(4) | D | |||
| Common Stock(4) | 06/01/2023 | J/K(4) | 6,440 | D | $19.45 | 1,162,334(4) | D | |||
| Common Stock | 06/01/2023 | P | 14,991 | A | $19.45 | 1,177,325 | D | |||
| Common Stock | 09/19/2023 | S | 55,462 | D | $19.4 | 1,121,863 | D | |||
| Common Stock | 09/20/2023 | S | 1,700 | D | $19.5047 | 1,120,163 | D | |||
| Common Stock | 09/21/2023 | S | 10,446 | D | $19.2926 | 1,109,717 | D | |||
| Common Stock | 09/22/2023 | S | 3,763 | D | $19.4369 | 1,105,954 | D | |||
| Common Stock | 09/22/2023 | S | 2,278 | D | $19.2689 | 1,103,676 | D | |||
| Common Stock | 09/27/2023 | S | 15,051 | D | $19.2457 | 1,088,625 | D | |||
| Common Stock | 09/28/2023 | S | 4,800 | D | $19.2046 | 1,083,825 | D | |||
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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 | ||||||||
| Equity Swap (Obligation to Buy) | $22.67(1) | 06/01/2023 | X/K(1) | 1(1) | (1) | (1) | Common Stock | 100 | (1) | 0 | D | ||||
| Equity Swap (Obligation to Buy) | $22.65(2) | 06/01/2023 | X/K(2) | 1(2) | (2) | (2) | Common Stock | 7,218 | (2) | 0 | D | ||||
| Equity Swap (Obligation to Buy)(3) | $22.0259(3) | 06/01/2023 | X/K(3) | 1(3) | (3) | (3) | Common Stock | 1,233 | (3) | 0 | D | ||||
| Equity Swap (Obligation to Buy) | $21.0692(4) | 06/01/2023 | X/K(4) | 1(4) | (4) | (4) | Common Stock | 6,440 | (4) | 0 | D | ||||
| Explanation of Responses: |
| 1. On 6/1/2023, upon settlement of an equity swap agreement entered into between the reporting person and a securities broker on 2/7/2023, the reporting person paid to the broker $22.67 per share for each of the 100 shares subject to the agreement, offset by $19.45 per share (the market price of the shares on 6/1/2023) owed by the broker to the reporting person for each of the 100 shares subject to the agreement. The termination of the equity swap and the reported purchase of common stock in connection therewith are deemed exempt from section 16(b) of the Securities Exchange Act of 1934 (the "Exchange Act") pursuant to Rule 16b-6(b) thereunder. |
| 2. On 6/1/2023, upon settlement of an equity swap agreement between the reporting person and a securities broker entered into on 2/8/2023, the reporting person paid to the broker $22.65 per share for each of the remaining 7,218 shares subject to the agreement, offset by $19.45 per share (the market price of the shares on 6/1/2023) owed by the broker to the reporting person for each of the remaining 7,218 shares subject to the agreement. The termination of the equity swap and the reported purchase of common stock in connection therewith are deemed exempt from section 16(b) of the Exchange Act pursuant to Rule 16b-6(b) thereunder. |
| 3. On 6/1/2023, upon settlement of an equity swap agreement entered into between the reporting person and a securities broker on 3/10/2023, the reporting person paid to the broker $22.0259 per share for each of the 1,233 shares subject to the agreement, offset by $19.45 per share (the market price of the shares on 6/1/2023) owed by the broker to the reporting person for each of the 1,233 shares subject to the agreement. The termination of the equity swap and the reported purchase of common stock in connection therewith are deemed exempt from section 16(b) of the Exchange Act pursuant to Rule 16b-6(b) thereunder. |
| 4. On 6/1/2023, upon settlement of an equity swap agreement entered into between the reporting person and a securities broker on 3/13/2023, the reporting person paid to the broker $21.0692 per share for each of the 6,440 shares subject to the agreement, offset by $19.45 per share (the market price of the shares on 6/1/2023) owed by the broker to the reporting person for each of the 6,440 shares subject to the agreement. The termination of the equity swap and the reported purchase of common stock in connection therewith are deemed exempt from section 16(b) of the Exchange Act pursuant to Rule 16b-6(b) thereunder. |
| /s/ Deepak Sarpangal, Managing Member of the General Partner of Repertoire Master Fund LP | 09/29/2023 | |
| ** 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. | ||