Sec Form 4 Filing - AIM Universal Holdings, LLC @ Landmark Infrastructure Partners LP - 2017-11-20

Insider filing report for Changes in Beneficial Ownership
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
- Peter Lynch
What is insider trading>>
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
OMB APPROVAL
OMB Number: 3235-0287
Expires: November 30, 2011
Estimated average burden hours per response... 0.5
1. Name and Address of Reporting Person
AIM Universal Holdings, LLC
2. Issuer Name and Ticker or Trading Symbol
Landmark Infrastructure Partners LP [ LMRK]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
950 TOWER LANE, SUITE 800
3. Date of Earliest Transaction (MM/DD/YY)
11/20/2017
(Street)
FOSTER CITY, CA94404
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 Units (Limited Partner Interests) 11/20/2017 J( 1 ) 132,699 D $ 0 ( 1 ) 130,257 I ( 2 ) By Landmark Dividend Holdings LLC
Common Units (Limited Partner Interests) 11/20/2017 J( 1 ) 107,546 ( 1 ) A $ 0 ( 1 ) 107,546 I ( 2 ) By AIM Landmark Holdings LLC
Common Units (Limited Partner Interests) 11/20/2017 J( 3 ) 107,546 ( 3 ) D $ 0 ( 3 ) 0 I ( 2 ) By AIM Landmark Holdings LLC
Common Units (Limited Partner Interests) 55,097 ( 2 ) I ( 2 ) By Landmark Z-Unit Holdings LLC
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
AIM Universal Holdings, LLC
950 TOWER LANE, SUITE 800
FOSTER CITY, CA94404
X X
AIM LANDMARK HOLDINGS, LLC
950 TOWER LANE, SUITE 800
FOSTER CITY, CA94404
X X
Landmark Dividend Holdings LLC
950 TOWER LANE, SUITE 800
FOSTER CITY, CA94404
X X
LANDMARK DIVIDEND LLC
950 TOWER LANE, SUITE 800
FOSTER CITY, CA94404
X X
Signatures
AIM Universal Holdings, LLC, By: /s/ Matthew P. Carbone, Managing Member 11/21/2017
Signature of Reporting Person Date
AIM Landmark Holdings, LLC, By: /s/ Matthew P. Carbone, Managing Member of AIM Universal Holdings, LLC, the sole manager of AIM Landmark Holdings, LLC 11/21/2017
Signature of Reporting Person Date
Landmark Dividend Holdings LLC, By: /s/ Arthur P. Brazy, Jr., Chief Executive Officer 11/21/2017
Signature of Reporting Person Date
Landmark Dividend LLC, By: /s/ Arthur P. Brazy, Jr., Chief Executive Officer of Landmark Dividend Holdings LLC, managing member of Landmark Dividend Holdings II LLC, the sole member of Landmark Dividend LLC 11/21/2017
Signature of Reporting Person Date
Explanation of Responses:
( 1 )On November 20, 2017, Landmark Dividend Holdings LLC ("Landmark Holdings") effected a pro-rata in kind distribution of 132,699 common units representing limited partner interests in the Issuer (the "Common Units") without consideration to its members, including AIM Landmark Holdings LLC ("AIM Landmark") and AIM Landmark Holdings II LLC ("AIM Landmark II"), a wholly-owned subsidiary of AIM Landmark, which received 69,794 Common Units and 37,752 Common Units, respectively.
( 2 )This Form 4 is filed jointly by Landmark Dividend LLC ("Landmark Dividend"), Landmark Holdings, AIM Landmark and AIM Universal Holdings, LLC ("AIM"). Landmark Dividend is indirectly owned and managed by Landmark Holdings. Landmark Z-Unit Holdings LLC ("Z-Unit") is directly owned and managed by Landmark Holdings. AIM Landmark, through a wholly-owned subsidiary, holds a majority of the ownership interests in Landmark Holdings and is entitled to elect the majority of the members of the board of managers of Landmark Holdings. AIM Landmark is controlled by AIM. Each of AIM, AIM Landmark and Landmark Holdings may be deemed to indirectly beneficially own the securities held by Landmark Dividend and Z-Unit, but disclaim beneficial ownership except to the extent of their respective pecuniary interests therein.
( 3 )Immediately following the effectiveness of the distribution described in footnote (1), AIM Landmark II distributed 37,752 Common Units without consideration to AIM Landmark and, immediately thereafter, AIM Landmark effected a pro-rata in kind distribution of 107,546 Common Units without consideration to its members.

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).

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.