Sec Form 4 Filing - Redington Neale @ Colony Capital, Inc. - 2016-04-04

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 Redington Neale 2. Issuer Name and Ticker or Trading Symbol Colony Capital, Inc. [ CLNY] 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 COLONY CAPITAL, INC., 515 SOUTH FLOWER STREET, 44TH FLOOR 3. Date of Earliest Transaction (MM/DD/YY) 04/04/2016 (Street) LOS ANGELES, CA90071 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ 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 Class A Common Stock 04/04/2016 J 2,533 A 37,251 D

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 OP Units ( 2 ) 04/04/2016 J 2,533 ( 2 ) ( 2 ) Class A Common Stock 2,533 $ 0 11,292 I See footnote ( 2 ) OP Units ( 3 ) 04/04/2016 J 2,075 ( 3 ) ( 3 ) Class A Common Stock 2,075 $ 16.7 9,217 I See footnote ( 3 )

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Redington Neale C/O COLONY CAPITAL, INC. 515 SOUTH FLOWER STREET, 44TH FLOOR LOS ANGELES, CA90071 Chief Accounting Officer Signatures /s/ David A. Palame, as Attorney-in-fact 04/04/2016 Signature of Reporting Person Date

Explanation of Responses:

( 1 )The acquisition represents the acquisition of shares of Class A Common Stock by the reporting person as a distribution from limited liability companies ("LLCs") controlled by Thomas J. Barrack, Jr., which shares were received by such LLCs upon redemption of OP Units, which were allocated to the reporting person pursuant to the operating agreements of the LLCs. The OP Units were redeemed for an equal number of shares of the issuer's Class A Common Stock. ( 2 )These units are held by LLCs controlled by Thomas J. Barrack, Jr. A portion of the units allocated to the reporting person, as a member of the LLCs, was redeemed by the LLCs for shares of Class A Common Stock, at the discretion of the issuer, and the reporting person received shares of Class A Common Stock as a distribution from the LLCs upon such redemption. The OP Units do not have expiration dates. ( 3 )These units are held by LLCs controlled by Thomas J. Barrack, Jr. A portion of the units allocated to the reporting person, as a member of the LLCs, was redeemed by the LLCs for cash, at the discretion of the issuer, and the reporting person received cash as a distribution from the LLCs upon such redemption. The OP Units do not have expiration dates.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

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