Sec Form 4 Filing - Wriedt Oliver @ CIFC LLC - 2016-11-21

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
Wriedt Oliver
2. Issuer Name and Ticker or Trading Symbol
CIFC LLC [ CIFC]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Co-President
(Last) (First) (Middle)
C/O CIFC LLC, 250 PARK, AVENUE; 4TH FLOOR
3. Date of Earliest Transaction (MM/DD/YY)
11/21/2016
(Street)
NEW YORK, NY10177
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 Shares 11/21/2016 D 12,000 ( 1 ) D $ 11.36 698,520 D
Common Shares 11/21/2016 J( 2 ) 240,000 D 458,520 D
Common Shares 11/21/2016 D 358,520 ( 3 ) D $ 11.36 100,000 D
Common Shares 11/21/2016 J( 4 ) 100,000 D 0 D
Common Shares 11/21/2016 D 82,676 ( 3 ) D $ 11.36 0 I Held in Deutsche Bank Group International Pension Plan
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
Share Option $ 8.81 11/21/2016 D 300,000 01/01/2015 06/13/2024 Common Shares 300,000 ( 5 ) 0 D
Share Option $ 4.83 11/21/2016 D 505,000 03/01/2013 03/01/2022 Common Shares 505,000 ( 5 ) 0 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Wriedt Oliver
C/O CIFC LLC, 250 PARK
AVENUE; 4TH FLOOR
NEW YORK, NY10177
Co-President
Signatures
/s/ Oliver Wriedt 11/28/2016
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Represents time-based restricted share units subject to vesting over time, which were vested and canceled at the effective time of the merger pursuant to the Agreement and Plan of Merger, dated August 19, 2016, by and among the Company, F.A.B. Holdings I LP and CIFC Acquisition, LLC (the "Merger"), in exchange for the right to receive $11.36 in cash per share (the "Merger Consideration"), without interest and subject to any withholding of taxes required by applicable law.
( 2 )Pursuant to a Rollover Agreement (the "Rollover Agreement"), by and between F.A.B. Holdings I LP ("Parent") and the reporting person, the reporting person contributed these time-based restricted share units to Parent in exchange for a number of Parent's restricted limited partnership units calculated pursuant to the Rollover Agreement, effective as of the Effective Time (as defined by the Agreement and Plan of Merger), at a value of the Merger Consideration.
( 3 )Represents common shares converted into the right to receive the Merger Consideration, without interest and subject to any withholding of taxes required by applicable law.
( 4 )Pursuant to the Rollover Agreement, the reporting person contributed these common shares to Parent in exchange for a number of Parent's limited partnership interests calculated pursuant to the Rollover Agreement, effective as of the Effective Time (as defined by the Agreement and Plan of Merger), at a value of the Merger Consideration.
( 5 )As of the effective time of the Merger, each outstanding share option to purchase common shares was canceled in exchange for the right to receive an amount in cash (subject to any applicable withholding) equal to the product of (i) the total number of common shares subject to the share option as of the effective time of the Merger and (ii) the amount by which the Merger Consideration exceeds the exercise price per share of common shares underlying the share option.

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