Sec Form 4 Filing - LYON WILLIAM H @ Taylor Morrison Home Corp - 2021-04-30

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
LYON WILLIAM H
2. Issuer Name and Ticker or Trading Symbol
Taylor Morrison Home Corp [ TMHC]
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)
C/O TAYLOR MORRISON HOME CORPORATION, 4900 N. SCOTTSDALE ROAD, SUITE 2000
3. Date of Earliest Transaction (MM/DD/YY)
04/30/2021
(Street)
SCOTTSDALE, AZ85251
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
Common Stock 04/30/2021 S( 1 ) 1,025,699 D $ 31.77 2,828,216 I By LLC ( 2 )
Common Stock 04/30/2021 X( 1 ) 1,704,205 A $ 19.12 4,532,421 I By LLC ( 2 )
Common Stock 182,570 D
Common Stock 2,346 I By Trust ( 3 )
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
Common Stock Warrant (Right to buy) $ 19.12 04/30/2021 X 1,704,205 ( 4 ) 02/24/2022 Common Stock 1,704,205 $ 0 0 I By LLC ( 2 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
LYON WILLIAM H
C/O TAYLOR MORRISON HOME CORPORATION
4900 N. SCOTTSDALE ROAD, SUITE 2000
SCOTTSDALE, AZ85251
X
Signatures
/s/ William H. Lyon 05/04/2021
Signature of Reporting Person Date
Explanation of Responses:
( 1 )On April 30, 2021, the Reporting Person exercised a warrant to purchase 1,704,205 shares of common stock of Taylor Morrison Home Corporation (the "Issuer"). The Reporting Person paid the exercise price on a cashless basis, in which the Reporting Person surrendered 1,025,699 shares of the Issuer's common stock to the Issuer to pay the exercise price and the Issuer issued to the Reporting Person 1,704,205 shares of the Issuer's common stock.
( 2 )Held by Lyon Shareholder 2012, LLC ("Lyon LLC"). The members of Lyon LLC are the William Harwell Lyon Separate Property Trust established July 28, 2000 (the "Lyon Separate Property Trust"), the Lyon Shareholder 2012 Irrevocable Trust No. 1 established December 24, 2012, and the Lyon Shareholder 2012 Irrevocable Trust No. 2 established December 24, 2012 (collectively, the "Lyon Trusts"). The Reporting Person is the manager of Lyon LLC and the trustee of the Lyon Trusts, and in such capacities, has voting and investment power with respect to securities held by Lyon LLC. The Reporting Person is also the beneficiary of each of the Lyon Trusts.
( 3 )Held by the Lyon Separate Property Trust of which the Reporting Person is trustee.
( 4 )Pursuant to the terms of the that certain Agreement and Plan of Merger dated November 5, 2019 (the "Merger Agreement") among William Lyon Homes ("WLH"), the Issuer and Tower Merger Sub, Inc., a wholly owned subsidiary of the Issuer, at the effective time of the merger, the warrant held by Lyon LLC related to shares of WLH Class B common stock (the "Class B Warrant") was substituted and converted into a warrant to purchase a number of whole shares of the Issuer's common stock (rounded down to the nearest whole share).

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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