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*
DAHL JAMES H

(Last) (First) (Middle)
4314 PABLO OAKS COURT

(Street)
JACKSONVILLE FL 32224

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
POPE RESOURCES LTD PARTNERSHIP [ POPE ]
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)
08/31/2015
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X 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)
Code V Amount (A) or (D) Price
Limited Partnership Units 08/31/2015 P 50 A $65.4999 6,521 I By JHD Trust(1)
Limited Partnership Units 05/24/2017 P 70 A $74 70 I TD IRA(2)
Limited Partnership Units 05/25/2017 P 100 A $74.04 170 I TD IRA(2)
Limited Partnership Units 05/24/2017 P 250 A $73.974(3) 250 I WD IRAs(4)
Limited Partnership Units 06/06/2017 P 50 A $73.38 300 I WD IRAs(4)
Limited Partnership Units 07/25/2017 P 100 A $75 400 I WD IRAs(4)
Limited Partnership Units 08/07/2017 P 100 A $72.9 500 I WD IRAs(4)
Limited Partnership Units 01/25/2018 P 100 A $70.25 600 I WD IRAs(4)
Limited Partnership Units 2,525(5) I By Household Family Member(6)
Limited Partnership Units 147,652(5) D
Limited Partnership Units 186,168 I By IRA Accounts(7)
Limited Partnership Units 26,411 I By KMD Trust(8)
Limited Partnership Units 102,842 I By JHD Trust FBO KWD(9)
Limited Partnership Units 21,879 I By JHD Trust FBO JAD(10)
Limited Partnership Units 29,250 I By Dahl Family Foundation(11)
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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
1. Name and Address of Reporting Person*
DAHL JAMES H

(Last) (First) (Middle)
4314 PABLO OAKS COURT

(Street)
JACKSONVILLE FL 32224

(City) (State) (Zip)
1. Name and Address of Reporting Person*
DAHL WILLIAM L.

(Last) (First) (Middle)
4314 PABLO OAKS COURT

(Street)
JACKSONVILLE FL 32224

(City) (State) (Zip)
Explanation of Responses:
1. Units are owned by the James H. Dahl Irrevocable Trust, 2007, James Schmitt, Trustee.
2. Units are held by IRA custodial accounts for the benefit of Theresa A. Dahl.
3. The price reported in Column 4 is a weighted average price. The units were purchased at prices ranging from $73.89 to $74.03 per unit. The reporting persons undertake to provide the Issuer, any security holder of Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of units purchased at each separate price within the ranges set forth in this Footnote.
4. Units are held by in IRA accounts for the benefit of William L. Dahl.
5. The Form 4 filed on June 13, 2013 by the reporting persons ("the June 13, 2013 Form 4") incorrectly sought to correct the tally of units directly held by the reporting persons and those held by an adult member of a reporting person's household. As a result, the total holding for each were incorrectly stated, specifically: (a) the amount reported as directly held on the June 13, 2013 Form 4 by a reporting person was 144,827 but should not have changed from the correct amount of 147,652, as reported on the Form 4, filed with the SEC on June 11, 2013 ("Correct Form 4"); and (b) the amount reported as held by an adult member of a reporting person's household on the June 13, 2013 Form 4 was 2,825 but should not have changed from the correct amount of 1,075, as reported on the Correct Form 4. Each Form 4 filed since the June 13, 2013 Form 4 continued such erroneous tally of holdings. The total holdings referenced in this Form 4 correct such reporting error.
6. Units are owned by an adult member of James H. Dahl's household. He disclaims beneficial ownership of these units.
7. Units are held in two IRA accounts as follows: 53,854 unit held by IRA FOB James H. Dahl (ROTH Conversion Account) and 132,314 units held by IRS FBO James H. Dahl (ROTH II Jefferies).
8. Units are held by Kathleen M. Dahl Irrevocable Trust, the trustee of which is James H. Dahl.
9. Units are held by James H. Dahl Trust FBO Kathryn Whitten Dahl, the trustee of which is William L. Dahl.
10. Units are held by James H. Dahl Trust FBO James Andrew Dahl, the trustee of which is William L. Dahl.
11. Units are held by Dahl Family Foundation, the trustee of which is William L. Dahl. Neither James H. Dahl nor any member of his family has any pecuniary interest in the units held by the Dahl Family Foundation, Inc.
Remarks:
Ivan A. Colao, as Attorney-in-Fact for James H. Dahl and William L. Dahl 07/24/2018
** 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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