Statement of Changes in Beneficial Ownership (4)
16 11월 2019 - 6:42AM
Edgar (US Regulatory)
FORM 4
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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).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB Number:
3235-0287
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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
*
Sanko Jamie M. |
2. Issuer Name and Ticker or Trading Symbol
EMPIRE RESORTS INC
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NYNY
]
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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) Chief Accounting Officer |
(Last)
(First)
(Middle)
C/O MONTICELLO CASINO AND RACEWAY, ROUTE 17B, P.O. BOX 5013 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
11/15/2019 |
(Street)
MONTICELLO, NY 12701
(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, par value $.01 per share | 11/15/2019 | | D | | 25000 | D | $9.74 (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 |
Restricted Stock Units | (2) | 11/15/2019 | | D | | | 15000 | (2) | (2) | Common Stock, par value $.01 per share | 15000 | (2) | 0 | D | |
Explanation of Responses: |
(1) | Disposed of pursuant to the Agreement and Plan of Merger, by and between Empire Resorts, Inc. (the "Company"), Hercules Topco LLC, and Hercules Merger Subsidiary Inc. (the "Merger Agreement"), on the effective date of the merger. |
(2) | On January 20, 2019, Mr. Sanko was granted 30,000 restricted stock units ("RSUs") under the Empire Resorts, Inc. 2015 Equity Incentive Plan, as amended, 15,000 of which RSUs vested immediately on the date of grant and 15,000 of which was to vest on March 20, 2020. Each RSU represented the right to receive one share of the Company's common stock. On the effective date of the merger, all outstanding RSUs, whether or not then vested, were canceled, extinguished and converted into the right to receive the merger consideration issuable to holders of common stock pursuant to the Merger Agreement. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Sanko Jamie M. C/O MONTICELLO CASINO AND RACEWAY ROUTE 17B, P.O. BOX 5013 MONTICELLO, NY 12701 |
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| Chief Accounting Officer |
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Signatures
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/s/ Jamie M. Sanko | | 11/15/2019 |
**Signature of Reporting Person | Date |
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