DITECH HOLDING CORPORATION
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(Name of Issuer)
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Common Stock
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(Title of Class of Securities)
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93317W102
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(CUSIP Number)
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December 17, 2018
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(Date of Event Which Requires Filing of this Statement)
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CUSIP No.
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93317W102
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Page 2 of 5
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1
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NAMES OF REPORTING PERSONS
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I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
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SAMUEL MARTINI
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)☐
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(b)☒
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
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United States
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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5
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SOLE VOTING POWER
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9,121
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6
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SHARED VOTING POWER
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0
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7
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SOLE DISPOSITIVE POWER
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9,121
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8
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SHARED DISPOSITIVE POWER
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0
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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9,121(1
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10
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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☐
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
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0.18%(2)
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12
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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CUSIP No.
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93317W102
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Page 3 of 5
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Item 1(a). |
Name of Issuer:
DITECH HOLDING CORPORATION
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Item 1(b). |
Address of Issuer's Principal Executive Offices:
1100 Virginia Drive, Suite 100, Fort Washington, Pennsylvania 19034
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Item 2(a). |
Name of Person Filing:
This statement is filed on behalf of Samuel Martini (the “Reporting Person”). The Reporting Person is
engaged in, among other activities, investing for his own account, including through a limited liability company organized under the laws of the State of Delaware (the “LLC”), of which the Reporting Person is the sole member.
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Item 2(b). |
Address of Principal Business Office or, if none, Residence:
c/o Ash & Parsont LLP
122 East 42nd Street
Suite #1507
New York, NY 10168-1599
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Item 2(c). |
Citizenship:
United States
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Item 2(d). |
Title of Class of Securities:
Common Stock, par value $0.01 per share (the “Shares”)
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Item 2(e). |
CUSIP Number:
93317W102
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CUSIP No.
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93317W102
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Page 4 of 5
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Item 3. |
If This Statement Is Filed Pursuant to Sections 240.13d-1(b) or 240.13d-2(b) or (c);
This Item 3 is inapplicable.
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Item 4. |
Ownership.
Provide the following information regarding the aggregate number and percentage of the class of securities
of the Issuer identified in Item 1.
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(a)(b) |
Amount beneficially owned and percent of Class:
The Reporting Person may be deemed the beneficial owner of 9,121 Shares, which constitutes approximately 0.18% of the total number of
Shares outstanding. The Reporting Person’s beneficial ownership consists of 5,583 Series B Warrants owned by the LLC and 3,538 Series B Warrants owned directly by the Reporting Person.
Each Series B Warrant is exercisable for one Share on a cash or cashless basis at an exercise price of $28.25 per share. All
unexercised warrants expire on February 9, 2028.
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(c) |
Number of shares as to which the person has: |
(i) |
Sole power to vote or to direct the vote:
9,121
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(ii) |
Shared power to vote or to direct the vote:
0
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(iii) |
Sole power to dispose or to direct the disposition of:
9,121
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(iv) |
Shared power to dispose or to direct the disposition of:
0
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CUSIP No.
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93317W102
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Page 5 of 5
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Item 5. | Ownership of Five Percent or Less of a Class. |
Item 6. |
Ownership of More Than Five Percent on Behalf of Another Person.
This Item 6 is not applicable.
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Item 7. |
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the
Parent Holding Company or Control Person.
This Item 7 is not applicable.
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Item 8. |
Identification and Classification of Members of the Group.
This Item 8 is not applicable.
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Item 9. |
Notice of Dissolution of Group.
This Item 9 is not applicable.
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Item 10.
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Certification.
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Samuel Martini
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By:
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/s/ Samuel Martini |
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