| FORM 4 |
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 or Section 30(h) of the Investment Company Act of 1940 |
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| Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
General Finance CORP [ GFN ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 07/10/2014 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 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 Stock | 07/10/2014 | A | 700 | A | $9.6 | 70,977 | D | |||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 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 Securities Underlying Derivative Security (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: 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 | ||||||||
| Stock Option (Right to Buy)(1) | $9.05 | 12/14/2007 | A | 225,000 | 12/14/2008 | 12/14/2017 | Common Stock | 225,000 | $0.00 | 225,000 | D | ||||
| Stock Option (Right to Buy)(2) | $1.28 | 01/26/2010 | A | 20,000 | 06/30/2011 | 01/26/2020 | Common Stock | 20,000 | $0.00 | 245,000 | D | ||||
| Stock Option (Right to Buy)(3) | $1.06 | 09/15/2010 | A | 30,000 | 06/30/2014 | 09/15/2020 | Common Stock | 30,000 | $0.00 | 275,000 | D | ||||
| Stock Option (Right to Buy)(4) | $3 | 06/23/2011 | A | 30,000 | 09/30/2014 | 06/23/2021 | Common Stock | 30,000 | $0.00 | 305,000 | D | ||||
| Stock Option (Right to Buy)(5) | $3.15 | 06/07/2012 | A | 30,000 | 09/30/2015 | 06/07/2022 | Common Stock | 30,000 | $0.00 | 335,000 | D | ||||
| Stock Option (Right to Buy)(6) | $4.43 | 06/07/2013 | A | 20,000 | 06/07/2014 | 06/07/2023 | Common Stock | 20,000 | $0.00 | 355,000 | D | ||||
| Explanation of Responses: |
| 1. Stock option vests in three equal annual installments beginning December 14, 2008. |
| 2. Stock option vests on the following date if (a) General Finance Corporation, without consolidation of Pac-Van and Royal Wolf, incurs no more than $2.288 million of expenses for the fiscal year ended June 30, 2012, and (b) if General Finance Corporation and its subsidiaries remain throughout fiscal year 2010 in compliance with the covenants governing all of their indebtedness: the first anniversary of the date that the Audit Committee approves the consolidated financial statements of General Finance Corporation for the fiscal year ended June 30, 2010. |
| 3. See attached document "fn09152010.txt" for explanation of footnote. |
| 4. See attached document "fn06232011.txt" for explanation of footnote. |
| 5. See attached document "fn06072012.txt" for explanation of footnote. |
| 6. Stock option vests in three equal annual installments on each of the first three anniversaries of the grant date. Vesting of the award will cease if employee ceases to be employed by the Company or its affiliate on or prior to any of the three anniversary dates (subject to any employment agreement between employee and the Company). |
| Christopher A Wilson | 07/10/2014 | |
| ** 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 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). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| 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 Number. | ||