Statement of Changes in Beneficial Ownership (4)
December 18 2020 - 6:03PM
Edgar (US Regulatory)
FORM 4
[ ]
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
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Ginsberg Deborah J. |
2. Issuer Name and Ticker or Trading Symbol
TPG RE Finance Trust, Inc.
[
TRTX
]
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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)
See Remarks (5) |
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(Last)
(First)
(Middle)
C/O TPG RE FINANCE TRUST, INC., 888 SEVENTH AVENUE, 35TH FLOOR |
3. Date of Earliest Transaction
(MM/DD/YYYY)
10/28/2020 |
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(Street)
NEW YORK, NY 10106
(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 | 10/28/2020 | | J(1) | | 857 | D | $8.25 | 38287 | D (2) | |
| Common Stock (3) | 12/17/2020 | | A | | 9746 | A | $0.00 | 48033 | D | |
| Common Stock | | | | | | | | 1929 | I | See Explanation of Responses (4) |
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) | On October 28, 2020, TPG RE Finance Trust Management, L.P. (the "Manager"), the external manager of TPG RE Finance Trust, Inc. (the "Issuer"), withheld 857 shares of Common Stock ("Common Stock") of the Issuer from Ms. Deborah Ginsberg for payment of the tax liability incident to the vesting of shares of Common Stock granted by the Manager pursuant to the terms of a compensatory plan adopted by the Manager. |
| (2) | Effective January 30, 2020, the 6,066 shares of Class A common stock of the Issuer that Ms. Ginsberg indirectly beneficially owned (through her indirect limited partnership interest in TPG RE Finance Trust Equity, L.P.) were converted into shares of Common Stock and distributed in kind to Ms. Ginsberg, who now holds such shares. |
| (3) | The shares of Common Stock awarded to Ms. Ginsberg will vest ratably in four annual installments beginning on June 30, 2021. |
| (4) | Represents shares of Common Stock that have been awarded by the Manager to Ms. Ginsberg in accordance with the terms of a compensatory plan adopted by the Manager. Upon vesting, the shares of Common Stock will be delivered to Ms. Ginsberg. |
Remarks:
(5) Vice President, General Counsel and Secretary.
(6) Matthew Coleman is signing on behalf of Ms. Ginsberg pursuant to the power of attorney dated July 5, 2017, which was previously filed with the Securities and Exchange Commission. |
Reporting Owners
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| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
Ginsberg Deborah J.
C/O TPG RE FINANCE TRUST, INC.
888 SEVENTH AVENUE, 35TH FLOOR
NEW YORK, NY 10106 |
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| See Remarks (5) |
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Signatures
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| /s/ Matthew Coleman, By: Matthew Coleman, on behalf of Deborah Ginsberg (6) | | 12/18/2020 |
| **Signature of Reporting Person | Date |
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