SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person*
Schocken Joseph L

(Last) (First) (Middle)
C/O BROADMARK REALTY CAPITAL INC.
1420 FIFTH AVENUE, SUITE 2000

(Street)
SEATTLE WA 98101

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
11/14/2019
3. Issuer Name and Ticker or Trading Symbol
Broadmark Realty Capital Inc. [ BRMK ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock 44,664(1) D
Common Stock 189,039(1) I Tranceka, LLC(2)
Common Stock 229,588(1) I Broadmark Capital LLC(2)
Common Stock 1,524,672(1) I Tranceka Holdings, LLC(2)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
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: 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
Explanation of Responses:
1. Mr. Schocken received his shares of common stock of the Issuer in connection with the consummation of the transactions contemplated under the Agreement and Plan of Merger, dated as of August 9, 2019, by and among Trinity Merger Corp., the Issuer (as successor to Trinity Sub Inc.), Trinity Merger Sub I, Inc., Trinity Merger Sub II, LLC, PBRELF I, LLC, BRELF II, LLC, BRELF III, LLC, BRELF IV, LLC, Pyatt Broadmark Management, LLC, Broadmark Real Estate Management II, LLC, Broadmark Real Estate Management III, LLC, and Broadmark Real Estate Management IV, LLC.
2. Mr. Schocken is the beneficial owner of the shares of common stock of the Issuer held by Tranceka, LLC, Broadmark Capital LLC and Tranceka Holdings, LLC as he holds voting and dispositive power over such shares.
Remarks:
EXHIBIT LIST - Exhibit 24 - Power of Attorney for Joseph Schocken
/s/ Joseph Schocken 11/18/2019
** Signature of Reporting Person Date
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 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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