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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES 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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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| 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 control number. | SEC 1474 (9-02) | ||
| 1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 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 (Month/Day/Year) |
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) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| JONES LANG LASALLE INC 200 EAST RANDOLPH DRIVE CHICAGO, IL 60601 |
X | |||
| Jones Lang LaSalle Co-Investment, Inc. 200 EAST RANDOLPH DRIVE CHICAGO, IL 60601 |
Prior 10% Owner | |||
| LaSalle Investment Management 200 EAST RANDOLPH DRIVE CHICAGO, IL 60601 |
Prior 10% Owner | |||
| LIC II (General Partner) Ltd 200 EAST RANDOLPH DRIVE CHICAGO, IL 60601 |
Prior 10% Owner | |||
| LASALLE INVESTMENT CO IIB L P 200 EAST RANDOLPH DRIVE CHICAGO, IL 60601 |
Prior 10% Owner | |||
| LIC II Solstice Holdings, LLC 200 EAST RANDOLPH DRIVE CHICAGO, IL 60601 |
Prior 10% Owner | |||
| LaSalle U.S. Holdings, Inc. 200 EAST RANDOLPH DRIVE CHICAGO, IL 60601 |
Prior 10% Owner | |||
| Jones Lang LaSalle Incorporated By: /s/ Mark J. Ohringer, Executive Vice President and Global General Counsel | 07/02/2015 | |
| **Signature of Reporting Person | Date | |
| JONES LANG LASALLE CO-INVESTMENT, INC. By: Name: Mark J. Ohringer Its: Director | 07/02/2015 | |
| **Signature of Reporting Person | Date | |
| LASALLE INVESTMENT MANAGEMENT By: Name: James Lyon Its: Director | 07/02/2015 | |
| **Signature of Reporting Person | Date | |
| LIC II (GENERAL PARTNER) LIMITED By: Name: James Lyon Its: Director | 07/02/2015 | |
| **Signature of Reporting Person | Date | |
| LASALLE INVESTMENT COMPANY IIB LIMITED PARTNERSHIP By: Name: James Lyon Its: Director | 07/02/2015 | |
| **Signature of Reporting Person | Date | |
| LIC II SOLSTICE HOLDINGS, LLC By: Name: Julie Manning Its: President | 07/02/2015 | |
| **Signature of Reporting Person | Date | |
| LASALLE U.S. HOLDINGS, INC. By: Name: Julie Manning Its: Director | 07/02/2015 | |
| **Signature of Reporting Person | Date |
| * | 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). |
| (1) | Gives effect to a stock dividend with respect to all outstanding shares of the Issuer's Class E Common Stock (as the Issuer's Common Stock was renamed) in the amount of 4.786 shares for each outstanding share of Class E Common Stock (equivalent to a 5.786-for-1 stock split) declared by the Issuer on October 1, 2012, and the automatic conversion of all outstanding shares of Class E Common Stock to shares of Class M Common Stock on October 1, 2013. |
| (2) | On May 19, 2015, Jones Lang LaSalle Co-Investment, Inc. ("JLL Co-Investment") acquired all of the shares of Common Stock owned by LaSalle U.S. Holdings, Inc. ("LUSHI") at the Issuer's May 18, 2015 net asset value (NAV) per share of $10.81. Following such transaction and because LaSalle Investment Management ("LIM") no longer acts as an investment adviser to LIC II Solstice Holdings, LLC ("LIC II Solstice") (see note (3) below), neither LUSHI nor LIM beneficially owns any equity securities of the Issuer, and accordingly, neither LUSHI nor LIM will continue to be subject to Section 16 of the Securities Exchange Act of 1934, as amended ("Section 16"), with respect to the Issuer. |
| (3) | This report is being filed by the undersigned, Jones Lang LaSalle Incorporated ("JLL"), as well as JLL Co-Investment, LIC II Solstice, LaSalle Investment Company IIB Limited Partnership ("LIC Partnership"), LIM, LIC II (General Partner) Limited ("LIC II Limited") and LUSHI, as listed on the Joint Filer Information Statement attached hereto (JLL and such other entities, collectively, the "Reporting Persons"). JLL Co-Investment is a wholly-owned subsidiary of JLL. LIC II Solstice is 99.99% owned by LIC Partnership, its managing member; the general partner of LIC Partnership is LIC II Limited; and LIM acts as an investment adviser to LUSHI and acted as an investment adviser to LIC II Solstice until July 22, 2014. |
| (4) | In accordance with Instruction 5(b)(iv) to Form 4, the entire amount of the Issuer's securities held by LIC II Solstice, LUSHI and JLL Co-Investment is reported herein. For purposes of Section 16, each Reporting Person disclaims beneficial ownership of any such securities, except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of such securities for purposes of Section 16 or otherwise. |