0001403256-16-000203.txt : 20160323 0001403256-16-000203.hdr.sgml : 20160323 20160323161631 ACCESSION NUMBER: 0001403256-16-000203 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20160323 FILED AS OF DATE: 20160323 DATE AS OF CHANGE: 20160323 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Och-Ziff Capital Management Group LLC CENTRAL INDEX KEY: 0001403256 STANDARD INDUSTRIAL CLASSIFICATION: INVESTMENT ADVICE [6282] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 9 WEST 57TH STREET SUITE 1300 CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: (212)790-0000 MAIL ADDRESS: STREET 1: 9 WEST 57TH STREET SUITE 1300 CITY: NEW YORK STATE: NY ZIP: 10019 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Och Daniel CENTRAL INDEX KEY: 0001417561 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33805 FILM NUMBER: 161524086 MAIL ADDRESS: STREET 1: 9 WEST 57TH STREET 13TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 FORMER NAME: FORMER CONFORMED NAME: Daniel Och S DATE OF NAME CHANGE: 20071105 4 1 wf-form4_145876417405291.xml FORM 4 X0306 4 2016-03-23 0 0001403256 Och-Ziff Capital Management Group LLC OZM 0001417561 Och Daniel C/O OCH-ZIFF CAPITAL MANAGEMENT GROUP LLC, 9 WEST 57TH STREET NEW YORK NY 10019 1 1 1 0 Chief Executive Officer Class B Shares 2016-03-23 4 A 0 4433 0 A 157127052 D Och-Ziff Operating Group A Units 2016-03-23 4 A 0 4433 0 A Class A Shares 4433.0 63532909 D Och-Ziff Operating Group A Units Class A Shares 93594143.0 93594143 I See footnotes Class B Shares of Och-Ziff Capital Management Group LLC (the "Company") entitle the holder to one vote per share and generally vote together with the Class A Shares of the Company as a single class on matters submitted to a vote of security holders. The Class B Shares do not represent any economic interest in the Company (or any of its affiliates). Upon the exchange of one Och-Ziff Operating Group A Unit for one Class A Share (as described in footnote 3), one Class B Share will be canceled for no consideration. In connection with the forfeiture by an executive managing director of Och-Ziff Operating Group A Units, the Reporting Person was reallocated Class B Shares. Each executive managing director holds a number of Class B Shares equal to the number of Och-Ziff Operating Group A Units held by such executive managing director. One Och-Ziff Operating Group A Unit consists of one Class A Common Unit of each of OZ Advisors LP ("OZA"), OZ Advisors II LP ("OZA II") and OZ Management LP ("OZM," and together with OZA and OZA II, the "Och-Ziff Operating Group"). Pursuant to an exchange agreement, the Reporting Person may, subject to the vesting and minimum retained ownership requirements and transfer restrictions set forth in the partnership agreements of the Och-Ziff Operating Group, exchange Och-Ziff Operating Group A Units for Class A Shares of the Company on a one-for-one basis, subject to exchange rate adjustments for splits, distributions and reclassifications. Upon the exchange of one Och-Ziff Operating Group A Unit for one Class A Share, one Class B Share will be canceled for no consideration. In connection with the forfeiture by an executive managing director of Och-Ziff Operating Group A Units, the Reporting Person was reallocated Och-Ziff Operating Group A Units. Mr. Och directly owns 63,532,909 Och-Ziff Operating Group A Units and an additional 15,094,145 Class A Common Units of OZA. Disproportionate interests in the Operating Group Partnerships may only be exchanged for Class A Shares if and when they are combined to form Och-Ziff Operating Group A Units. The Och-Ziff Operating Group A Units listed here are held in trusts. Pursuant to Rule 16a-1(a)(4) of the Securities Exchange Act of 1934, as amended, the Reporting Person herein states that this filing shall not be deemed an admission that he or any trust is the beneficial owner of any such interests, and disclaims beneficial ownership of such interests, except to the extent of his pecuniary interest therein. A trust (the "Och Trust") holds 35,809,872 Och-Ziff Operating Group A Units. Several other trusts (the "Other Trusts") hold 57,784,271 Class A Common Units of each of OZM and OZAII and 42,690,126 Class A Common Units of OZA. Disproportionate interests in the Och-Ziff Operating Group may only be exchanged for Class A Shares if and when they are combined to form Och-Ziff Operating Group A Units. The total number of Och-Ziff Operating Group A Units reflected in column 9 assumes the combination of the 15,094,145 Class A Common Units of OZA held directly by Mr. Och with the interests in the Och-Ziff Operating Group held by the Och Trust and the Other Trusts. /s/ Joel M. Frank, Attorney-in-fact for Daniel Och 2016-03-23