Form 4/A for PCYO PURE CYCLE CORP
Accepted 2024-12-05 00:00:00 ET · period of report 2022-11-29 · accession 0000919574-24-007018 · SEC index · Original document
Summary rows
Aggregated the way they appear in lists: one row per insider, transaction code and security table.
| X | Filed | Traded | Ticker | Insider | Title | Type | Price | Qty | Owned | ΔOwn | Value |
|---|---|---|---|---|---|---|---|---|---|---|---|
| MAI | 2024-12-05 | 2022-11-29+ | PCYO | Plaisance Capital LLC | 10% | S - Sale | $10.23 | -50.0K | 2.72M | -2% | -$511.5K |
| MA | 2024-12-05 | 2022-11-29+ | PCYO | Plaisance Capital LLC | 10% | J - Other | — | +336.0K | 30.2K | New | — |
| MAI | 2024-12-05 | 2022-11-29+ | PCYO | Plaisance Capital LLC | 10% | J - Other | — | -1.21M | 0 | -100% | — |
Purchase Sale Sale after option exercise All abbreviations
Every reported transaction
| # | Table | Security | Date | Code | A/D | Shares | Price | Owned after | Own | Exercise / expiry | Underlying | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 1 | Common | Common Stock, par value 1/3 of $0.01 per share | 2022-11-30 | S | D | 33,500 | $10.24 | 2,688,778 | I See Footnote | — | — | (F6) The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions within the range of $10.10 to $10.25. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote. (F5) The reported securities are directly owned by Plaisance SPV I, LLC, a Delaware limited liability company. The reported securities are deemed to be indirectly beneficially owned by the Investment Manager. The reported securities are also deemed to be indirectly beneficially owned by Daniel Kozlowski as managing member of the Investment Manager. Each of the Investment Manager and Daniel Kozlowski disclaim beneficial ownership of the reported securities except to the extent of their respective pecuniary interest, if any, therein, and this report shall not be deemed an admission that either of them are the beneficial owners of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose. |
| 2 | Common | Common Stock, par value 1/3 of $0.01 per share | 2022-11-30 | J | A | 309,744 | — | 339,952 | D | — | — | (F3) On each of November 29, 2022 and November 30, 2022, respectively, in connection with the liquidation of the Other Clients, each of the Other Clients made an in-kind distribution of the reported securities to their partners. The distribution was consistent with the Other Clients' respective governing documents and was made on a pro rata basis to all partners in each Other Client. No consideration was received by the Reporting Persons in connection with such distribution. (F2) The reported securities were owned directly by certain private investment funds managed by the Investment Manager ("Other Clients"), and were deemed to be beneficially owned by Plaisance Capital, LLC, as the investment manager of the Other Clients (the "Investment Manager") and by Daniel Kozlowski, managing member of the Investment Manager. Each of the Reporting Persons disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest, if any, therein, and this report shall not be deemed to be an admission that either of them are the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose. (F7) The reported securities are directly owned by Daniel Kozlowski in his personal capacity. |
| 3 | Common | Common Stock, par value 1/3 of $0.01 per share | 2022-11-29 | J | A | 26,208 | — | 30,208 | D | — | — | (F3) On each of November 29, 2022 and November 30, 2022, respectively, in connection with the liquidation of the Other Clients, each of the Other Clients made an in-kind distribution of the reported securities to their partners. The distribution was consistent with the Other Clients' respective governing documents and was made on a pro rata basis to all partners in each Other Client. No consideration was received by the Reporting Persons in connection with such distribution. (F2) The reported securities were owned directly by certain private investment funds managed by the Investment Manager ("Other Clients"), and were deemed to be beneficially owned by Plaisance Capital, LLC, as the investment manager of the Other Clients (the "Investment Manager") and by Daniel Kozlowski, managing member of the Investment Manager. Each of the Reporting Persons disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest, if any, therein, and this report shall not be deemed to be an admission that either of them are the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose. (F7) The reported securities are directly owned by Daniel Kozlowski in his personal capacity. |
| 4 | Common | Common Stock, par value 1/3 of $0.01 per share | 2022-11-29 | J | D | 344,967 | — | 865,042 | I See Footnote (2), | — | — | (F1) The original Form 4 is being amended to include transactions that were inadvertently excluded and to correct reporting of securities indirectly beneficially owned. (F3) On each of November 29, 2022 and November 30, 2022, respectively, in connection with the liquidation of the Other Clients, each of the Other Clients made an in-kind distribution of the reported securities to their partners. The distribution was consistent with the Other Clients' respective governing documents and was made on a pro rata basis to all partners in each Other Client. No consideration was received by the Reporting Persons in connection with such distribution. (F2) The reported securities were owned directly by certain private investment funds managed by the Investment Manager ("Other Clients"), and were deemed to be beneficially owned by Plaisance Capital, LLC, as the investment manager of the Other Clients (the "Investment Manager") and by Daniel Kozlowski, managing member of the Investment Manager. Each of the Reporting Persons disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest, if any, therein, and this report shall not be deemed to be an admission that either of them are the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose. |
| 5 | Common | Common Stock, par value 1/3 of $0.01 per share | 2022-11-30 | J | D | 865,042 | — | 0 | I See Footnote (2), | — | — | (F3) On each of November 29, 2022 and November 30, 2022, respectively, in connection with the liquidation of the Other Clients, each of the Other Clients made an in-kind distribution of the reported securities to their partners. The distribution was consistent with the Other Clients' respective governing documents and was made on a pro rata basis to all partners in each Other Client. No consideration was received by the Reporting Persons in connection with such distribution. (F2) The reported securities were owned directly by certain private investment funds managed by the Investment Manager ("Other Clients"), and were deemed to be beneficially owned by Plaisance Capital, LLC, as the investment manager of the Other Clients (the "Investment Manager") and by Daniel Kozlowski, managing member of the Investment Manager. Each of the Reporting Persons disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest, if any, therein, and this report shall not be deemed to be an admission that either of them are the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose. |
| 6 | Common | Common Stock, par value 1/3 of $0.01 per share | 2022-11-29 | S | D | 16,500 | $10.21 | 2,722,278 | I See Footnote | — | — | (F4) The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions within the range of $10.10 to $10.29. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote. (F5) The reported securities are directly owned by Plaisance SPV I, LLC, a Delaware limited liability company. The reported securities are deemed to be indirectly beneficially owned by the Investment Manager. The reported securities are also deemed to be indirectly beneficially owned by Daniel Kozlowski as managing member of the Investment Manager. Each of the Investment Manager and Daniel Kozlowski disclaim beneficial ownership of the reported securities except to the extent of their respective pecuniary interest, if any, therein, and this report shall not be deemed an admission that either of them are the beneficial owners of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose. |