Statement of Changes in Beneficial Ownership (4)
December 20 2019 - 1:26PM
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).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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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
*
Gilbert Cory |
2. Issuer Name and Ticker or Trading Symbol
OHA Investment Corp
[
OHAI
]
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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)
CFO and Treasurer |
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(Last)
(First)
(Middle)
C/O OAK HILL ADVISORS L.P., 1114 AVENUE OF THE AMERICAS, 27TH FLOOR |
3. Date of Earliest Transaction
(MM/DD/YYYY)
12/18/2019 |
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(Street)
NEW YORK, NY 10036
(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 | 12/18/2019 | | D | | 8459.43 | D | (1) | 0 | D | |
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) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. 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 | 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 of Derivative Security: 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) | Disposed of pursuant to the Agreement and Plan of Merger, dated as of July 31, 2019 (as amended, the "Merger Agreement"), by and among OHA Investment Corporation (the "Company"), Portman Ridge Finance Corporation ("PTMN"), Storm Acquisition Sub Inc. ("Acquisition Sub") and Sierra Crest Investment Management LLC ("Sierra Crest"). Pursuant to the Merger Agreement, in exchange for each share of Company common stock, the reporting person received (i) 0.3688 of a share of PTMN common stock, par value $0.01 per share, (ii) approximately $0.42 in cash, without interest, from PTMN, and (iii) approximately $0.15 in cash, from Sierra Crest. The disposition reported in this Form 4 is an exempt transaction. |
Reporting Owners
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| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
Gilbert Cory
C/O OAK HILL ADVISORS L.P.
1114 AVENUE OF THE AMERICAS, 27TH FLOOR
NEW YORK, NY 10036 |
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| CFO and Treasurer |
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Signatures
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| /s/ Gregory Rubin, attorney-in-fact | | 12/20/2019 |
| **Signature of Reporting Person | Date |
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