UNITED STATES
SECURITIES AND EXCHANGE COMMISSION |
Washington, D.C. 20549
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SCHEDULE 13D/A
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(Rule 13d-101)
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INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
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TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED
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PURSUANT TO §240.13D-2(a)
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UNDER THE SECURITIES EXCHANGE ACT OF 1934
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(Amendment No. 5)*
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Altisource Portfolio Solutions S.A.
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(Name of Issuer)
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Common Stock
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(Title of Class of Securities)
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L0175J104
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(CUSIP Number)
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William C. Erbey
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P.O. Box 25437
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Christiansted, United States Virgin Islands 00824
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(340) 692-1055
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(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
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July 28, 2016
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(Date of Event Which Requires Filing of this Statement)
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1.
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Names of Reporting Persons
William C. Erbey (“Mr. Erbey”)
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2.
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Check the Appropriate Box if a Member of a Group (See Instructions)
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||||
(a)
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ý
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||||
(b)
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£
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||||
3.
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SEC Use Only
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||||
4.
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Source of Funds (See Instructions)
N/A
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||||
5.
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Check if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e) £
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||||
6
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Citizenship or Place of Organization
U.S.A.
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||||
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
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7.
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Sole Voting Power
5,739,961 (1)
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|||
8.
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Shared Voting Power
547,511 (2)
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||||
9.
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Sole Dispositive Power
5,739,961 (1)
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||||
10.
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Shared Dispositive Power
547,511 (2)
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||||
11.
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Aggregate Amount Beneficially Owned by Each Reporting Person
6,287,472 (3)
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||||
12.
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Check if the Aggregate Amount in Row (11) Excludes Certain Shares
(See Instructions) £ |
||||
13.
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Percent of Class Represented by Amount in Row (11)
34.3%*
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||||
14.
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Type of Reporting Person (See Instructions)
IN
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(1) | Includes (a) 287,472 shares of common stock held directly and (b) 5,452,489 shares of common stock held by Salt Pond Holdings, LLC, a U.S. Virgin Islands limited liability company (“Salt Pond”) of which Mr. Erbey, the Frederiksted Trust, a U.S. Virgin Islands trust (the “Trust”), and Erbey Holding Corporation, Inc., a Delaware corporation (“Erbey Holding” and, together with Mr. Erbey, Salt Pond and the Trust, the “Reporting Persons”) are members. Erbey Holding is wholly owned by Mr. Erbey. Mr. Erbey, John Erbey (Mr. Erbey’s brother), and Salt Pond are co-trustees of the Trust. Mr. Erbey, the Trust and Erbey Holding each may be deemed to beneficially own the 5,452,489 shares of common stock held by Salt Pond. |
(2) | Shares of common stock held by Mr. Erbey’s spouse, E. Elaine Erbey (“Mrs. Erbey”). |
(3) | Includes (a) 287,472 shares of common stock held directly; (b) 547,511 shares of common stock held by Mrs. Erbey and (c) 5,452,489 shares of common stock held by Salt Pond. |
1.
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Names of Reporting Persons
E. Elaine Erbey
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2.
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Check the Appropriate Box if a Member of a Group (See Instructions)
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||||
(a)
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ý
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||||
(b)
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£
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||||
3.
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SEC Use Only
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||||
4.
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Source of Funds (See Instructions)
N/A
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||||
5.
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Check if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e) £
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||||
6
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Citizenship or Place of Organization
U.S. Virgin Islands
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||||
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
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7.
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Sole Voting Power
0
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|||
8.
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Shared Voting Power
547,511 (4)
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||||
9.
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Sole Dispositive Power
0
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||||
10.
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Shared Dispositive Power
547,511 (4)
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||||
11.
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Aggregate Amount Beneficially Owned by Each Reporting Person
547,511 (4)
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||||
12.
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Check if the Aggregate Amount in Row (11) Excludes Certain Shares
(See Instructions) £ |
||||
13.
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Percent of Class Represented by Amount in Row (11)
2.98%*
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14.
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Type of Reporting Person (See Instructions)
IN
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(4) | Shares held directly by Mrs. Erbey. |
1.
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Names of Reporting Persons
Frederiksted Trust
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2.
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Check the Appropriate Box if a Member of a Group (See Instructions)
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||||
(a)
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ý
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(b)
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£
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||||
3.
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SEC Use Only
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||||
4.
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Source of Funds (See Instructions)
N/A
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||||
5.
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Check if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e) £
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||||
6
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Citizenship or Place of Organization
U.S. Virgin Islands
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||||
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
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7.
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Sole Voting Power
0
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|||
8.
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Shared Voting Power
5,452,489 (5)
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9.
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Sole Dispositive Power
0
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||||
10.
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Shared Dispositive Power
5,452,489 (5)
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||||
11.
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Aggregate Amount Beneficially Owned by Each Reporting Person
5,452,489 (5)
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||||
12.
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares
(See Instructions) £ |
||||
13.
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Percent of Class Represented by Amount in Row (11)
29.7%*
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14.
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Type of Reporting Person (See Instructions)
OO
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(5) | Includes 5,452,489 shares held by Salt Pond Holdings, LLC. |
1.
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Names of Reporting Persons
Erbey Holding Corporation, Inc.
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2.
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Check the Appropriate Box if a Member of a Group (See Instructions)
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||||
(a)
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ý
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||||
(b)
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£
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||||
3.
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SEC Use Only
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||||
4.
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Source of Funds (See Instructions)
N/A
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5.
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Check if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e) £
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6
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Citizenship or Place of Organization
Delaware
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
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7.
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Sole Voting Power
0
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8.
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Shared Voting Power
5,452,489 (6)
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9.
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Sole Dispositive Power
0
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10.
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Shared Dispositive Power
5,452,489 (6)
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11.
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Aggregate Amount Beneficially Owned by Each Reporting Person
5,452,489 (6)
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||||
12.
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares
(See Instructions) £ |
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13.
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Percent of Class Represented by Amount in Row (11)
29.7%*
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14.
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Type of Reporting Person (See Instructions)
CO
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(6) | Includes 5,452,489 shares held by Salt Pond Holdings, LLC. |
1.
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Names of Reporting Persons
Salt Pond Holdings, LLC
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2.
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Check the Appropriate Box if a Member of a Group (See Instructions)
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||||
(a)
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ý
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||||
(b)
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£
|
||||
3.
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SEC Use Only
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||||
4.
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Source of Funds (See Instructions)
N/A
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||||
5.
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Check if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e) £
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||||
6
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Citizenship or Place of Organization
U.S. Virgin Islands
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||||
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
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7.
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Sole Voting Power
0
|
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8.
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Shared Voting Power
5,452,489 (7)
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9.
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Sole Dispositive Power
0
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||||
10.
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Shared Dispositive Power
5,452,489 (7)
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||||
11.
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Aggregate Amount Beneficially Owned by Each Reporting Person
5,452,489 (7)
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||||
12.
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares
(See Instructions) £ |
||||
13.
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Percent of Class Represented by Amount in Row (11)
29.7%*
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14.
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Type of Reporting Person (See Instructions)
OO
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(7) | Shares held directly by Salt Pond Holdings, LLC. |
* | The ownership percentage for each Reporting Person is based upon 18,349,451 shares outstanding as of July 15, 2016, as reported in the Issuer’s Form 10-Q for the quarter ended June 30, 2016. |
Date
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Reporting Person
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Transaction
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Number of Shares
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Price per Share
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7/26/2016
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Salt Pond Holdings, LLC
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Disposition of Common Stock
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47,198
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$24.342532
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7/26/2016
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Salt Pond Holdings, LLC
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Disposition of Common Stock
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2,200
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$24.252727
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7/27/2016
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Salt Pond Holdings, LLC
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Disposition of Common Stock
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25,000
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$24.048487
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7/27/2016
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Salt Pond Holdings, LLC
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Disposition of Common Stock
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79,684
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$24.019867
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7/27/2016
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Salt Pond Holdings, LLC
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Disposition of Common Stock
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20,316
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$24.261494
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7/28/2016
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Salt Pond Holdings, LLC
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Disposition of Common Stock
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70,486
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$23.803341
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7/28/2016
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Salt Pond Holdings, LLC
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Disposition of Common Stock
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135,193
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$24.095281
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7/28/2016
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Salt Pond Holdings, LLC
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Disposition of Common Stock
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25,808
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$24.48687
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7/28/2016
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Salt Pond Holdings, LLC
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Disposition of Common Stock
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5,683
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$25.038602
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7/28/2016
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Salt Pond Holdings, LLC
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Disposition of Common Stock
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200
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$25.255
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7/29/2016
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Salt Pond Holdings, LLC
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Disposition of Common Stock
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31,090
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$23.501803
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8/1/2016
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Salt Pond Holdings, LLC
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Disposition of Common Stock
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57,142
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$23.809968
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8/2/2016
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William C. Erbey
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Stock Option Exercise
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800,000
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$9.14
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8/2/2016
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William C. Erbey
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Receipt of Common Stock upon Stock Option Exercise
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800,000
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$9.14
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8/2/2016
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William C. Erbey
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Stock Option Exercise
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34,274
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$13.58
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8/2/2016
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William C. Erbey
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Receipt of Common Stock upon Stock Option Exercise
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34,274
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$13.58
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8/2/2016
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William C. Erbey
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Gift of Common Stock to Mrs. Erbey
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500,000
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$0
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8/2/2016
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E. Elaine Erbey
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Receipt of Gift of Common Stock from William C. Erbey
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500,000
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$0
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8/8/2016 | William C. Erbey | Gift of Common Stock to Mrs. Erbey | 47,511 | $0 |
8/8/2016 | E. Elaine Erbey |
Receipt of Gift of Common Stock from William C. Erbey
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47,511 | $0 |
Exhibit Number
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Description
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99.1
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Joint Filing Agreement, dated August 8, 2016, by and among William C. Erbey, E. Elaine Erbey, Frederiksted Trust, Erbey Holding Corporation and Salt Pond Holdings, LLC.
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Dated: August 8, 2016
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/s/ William C. Erbey
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William C. Erbey
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/s/ E. Elaine Erbey
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E. Elaine Erbey
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Frederiksted Trust
|
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By:
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/s/ William C. Erbey
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Name: William C. Erbey
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Co-Trustee
|
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By:
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/s/ John R. Erbey
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Name: John R. Erbey
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Co-Trustee
|
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By:
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/s/ William C. Erbey
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Name: Salt Pond Holdings, LLC
Title: Co-Trustee
Signed By:
Name: William C. Erbey
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Title: President
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Erbey Holding Corporation
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By:
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/s/ William C. Erbey
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Name: William C. Erbey
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Title: President
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Salt Pond Holdings, LLC
|
||
By:
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/s/ William C. Erbey
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Name: William C. Erbey
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Title: President
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