Sec Form 4 Filing - Bai Xiaohang @ PACIFIC OAK RESIDENTIAL TRUST, INC. - 2019-11-04

Insider filing report for Changes in Beneficial Ownership
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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
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Bai Xiaohang
2. Issuer Name and Ticker or Trading Symbol
PACIFIC OAK RESIDENTIAL TRUST, INC. [ RVEN]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
3/F 169 YUANMINGYUAN ROAD
3. Date of Earliest Transaction (MM/DD/YY)
11/04/2019
(Street)
SHANGHAI, F4200002
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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, par value $0.001 per share ( 1 ) 11/04/2019 D 3,791,953 D $ 5.13 0 I By corporations King Apex II and King Apex III ( 2 )
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Bai Xiaohang
3/F 169 YUANMINGYUAN ROAD
SHANGHAI, F4200002
X
Allied Fortune (HK) Management Ltd
3/F 169 YUANMINGYUAN ROAD
SHANGHAI, F4200002
X
Signatures
/s/ Xiaohang Bai 11/08/2019
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Disposed upon the effectiveness of the merger pursuant to the Agreement and Plan of Merger, dated as of August 30, 2019, as amended, by and among Reven Housing REIT, Inc. (the "Company"), SOR PORT Holdings, LLC ("Parent"), and SOR PORT, LLC ("Merger Sub"), pursuant to which Merger Sub merged with and into the Company, with the Company surviving as a wholly owned subsidiary of Parent. At the effective time of the merger, each outstanding share of the Company's common stock was converted into the right to receive $5.13 per share.
( 2 )Allied Fortune (HK) Management Limited, a British Virgin Islands company ("Allied"), provides management services for King Apex Group Holdings II, Limited, a company formed under the laws of the British Virgin Islands ("King Apex II"), and King Apex Group Holdings III Limited, a company formed under the laws of the British Virgin Islands ("King Apex III"). Allied is also a partial owner of King Apex II and King Apex III. Mr. Xiaofan Bai is the owner, Chief Executive Officer and Chairman of Allied.

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