SEC FORM 4

SEC Form 4

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^*

King Apex Group Holdings IV Ltd

(Last)

(First)

(Middle)

3/F 169 YUANMINGYUAN ROAD

(Street)

SHANGHAI

200002

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
PACIFIC OAK RESIDENTIAL TRUST, INC. [ RVEN ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
11/04/2019

4. 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 Acquired, Disposed of, or Beneficially Owned
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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock, par value $0.001 per share⁽¹⁾	11/04/2019		D		2,150,000⁽²⁾⁽³⁾	D	$5.13	0	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Disposed upon the effectiveness of the merger pursuant to the Agreement and Plan of Merger, dated as of August 30, 2019, as amended, by and among Reven Housing REIT, Inc. (the "Company"), SOR PORT Holdings, LLC ("Parent"), and SOR PORT, LLC ("Merger Sub"), pursuant to which Merger Sub merged with and into the Company, with the Company surviving as a wholly owned subsidiary of Parent. At the effective time of the merger, each outstanding share of the Company's common stock was converted into the right to receive $5.13 per share.

2. The voting and dispositive control over the shares of Common Stock previously held by King Apex Group Holdings IV Limited, a British Virgin Islands company ("King Apex IV"), was held by the owners of King Apex IV: Wei Chaoyin (11.36%), Meng Jia (5.68%), Bai Wenbiao (5.68%), Sun Zhigang (5.68%), Shi Lisha (3.41%), King Apex Group Holdings Limited, a British Virgin Islands company (22.73%), and Boom Rich Investment Limited, a British Virgin Islands company (45.54%), and none of such owners has veto powers. Xiaofan Bai is a Director of King Apex IV.

3. Allied Fortune (HK) Management Limited, a British Virgin Islands company ("Allied"), provides management services for King Apex IV, and Xiaofan Bai is the owner, Chief Executive Officer and Chairman of Allied.

	/s/ Xiaofan Bai	11/05/2019
	** 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 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).
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