1. Title of Derivative Security (Instr. 4) |
2. Date Exercisable and Expiration Date (Month/Day/Year) |
3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) |
4. Conversion or Exercise Price of Derivative Security |
5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5) |
6. Nature of Indirect Beneficial Ownership (Instr. 5) |
Date Exercisable |
Expiration Date |
Title |
Amount or Number of Shares |
Common Partnership Units And Class B Common Stock
|
Â
(1)
|
Â
(1)
|
Class A Common Stock
|
1,208,897
|
$
(1)
|
I
|
See Explanation of Responses
(3)
|
Put/Call Option (Right/Obligation To Sell)
(2)
|
Â
(2)
|
Â
(2)
|
Class A Common Stock
|
604,449
|
$
20.68
|
I
|
See Explanation 0f Responses
(3)
|
* |
If the form is filed by more than one reporting person, see Instruction 5(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) |
JHI Holding Limited Partnership ("JHI") holds an aggregate of 1,208,897 common partnership units (the "New TMM Units") of TMM Holdings II Limited Partnership ("New TMM") and 1,208,897 shares of Class B Common Stock (the "Class B Shares") of Taylor Morrison Home Corporation (the "Issuer"). Pursuant to the terms of the Exchange Agreement dated as of April 9, 2013, JHI may exchange all or a portion of its New TMM Units (along with an equal number of its Class B Shares) at any time for shares of Class A Common Stock of the Issuer on a one-for-one basis. |
(2) |
Pursuant to the terms of a Put/Call Agreement dated as of April 9, 2013, JHI has the option to require the Issuer to purchase, and the Issuer has the right to require JHI to sell, in each case exercisable at any time on or after April 15, 2013 up to June 30, 2013, 604,449 Class B Shares together with a corresponding number of New TMM Units at $20.68 per share. |
(3) |
Includes New TMM Units and Class B Shares held by JHI, of which the sole limited partner is JSH Investment Corporation and the general partner is JHI Advisory Ltd. The sole shareholder of JHI Advisory Ltd. is JH Investments Inc. The sole shareholder of JH Investments Inc. is Joe S. Houssian. Joe S. Houssian is the sole director of JHI Advisory Ltd., JSH Investment Corporation and JH Investments Inc. |