Sec Form 4 Filing - Alvarado Michael @ Five Point Holdings, LLC - 2024-03-08

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 Alvarado Michael 2. Issuer Name and Ticker or Trading Symbol Five Point Holdings, LLC [ FPH] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) See Remarks (Last) (First) (Middle) C/O FIVE POINT HOLDINGS, LLC, 2000 FIVEPOINT, 4TH FLOOR 3. Date of Earliest Transaction (MM/DD/YY) 03/08/2024 (Street) IRVINE, CA92618 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 shares 03/09/2024 M 89,686 A 551,172 D Class A common shares 03/09/2024 F 45,453 ( 2 ) D $ 3.02 505,719 D Class A common shares 55,070 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 Restricted share units ( 4 ) 03/08/2024 A 198,675 ( 5 ) ( 5 ) Class A common shares 198,675 $ 0 1,347,310 D Restricted share units ( 4 ) 03/08/2024 A 264,901 ( 6 ) ( 6 ) Class A common shares 264,901 $ 0 1,612,211 D Restricted share units ( 4 ) 03/09/2024 M 89,686 ( 7 ) ( 7 ) Class A common shares 89,686 ( 1 ) 1,522,525 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Alvarado Michael C/O FIVE POINT HOLDINGS, LLC 2000 FIVEPOINT, 4TH FLOOR IRVINE, CA92618 See Remarks Signatures /s/ Mike Alvarado 03/12/2024 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Each restricted share unit is a contingent right to receive one Class A common share. This transaction represents the settlement of restricted share units in Class A common shares on their scheduled vesting date. ( 2 )Represents shares withheld by the Company to satisfy tax withholding obligations in connection with the settlement of restricted share units previously granted to the reporting person. No shares were sold by the reporting person. ( 3 )The Class A common shares of the Company are owned by The Michael A. and Julie S. Alvarado Family Trust created u/t/d dated July 9, 2002, of which Mr. Alvarado and his wife serve as co-trustees. ( 4 )Each restricted share unit is a contingent right to receive one Class A common share. ( 5 )The restricted share units will vest in equal installments over three years on March 8, 2025, March 8, 2026 and March 8, 2027, subject to the reporting person's continued service with the Issuer through the applicable vesting date. ( 6 )The restricted share units will vest based upon the satisfaction of certain price targets during the three-year performance period ending February 28, 2027. ( 7 )This award was granted on March 9, 2023. 89,686 restricted share units subject to the award vested on March 9, 2024 and the remaining unvested restricted share units are scheduled to vest on each of March 9, 2025 and March 9, 2026, assuming continued employment through the applicable vesting date.

Remarks: Chief Operating Officer, Chief Legal Officer, Vice President and Secretary

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).

** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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