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NorthStar Realty Finance Corp. Message Board

  • dar200 dar200 Jan 14, 2014 5:29 PM Flag

    Hamo sold 639K

    Form 4 just filed. Hamo sold over 639,000 shares at 14.14. Form 4 says it was pursuant to a pre-filed plan created last summer and no more are available.

    Bummer as far as I am concerned to see CEO bailing in low 14s. However, I don't think he could foresee this price when he filed his plan to sell, which was around the time Tylis and Gilbert cashed in a bunch of their free incentive shares.

    Could be totally unconnected to current price. Doesn't matter. Doesn't look good for CEO to be bailing after huge run-up.

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    • Talk about denial.......

    • Footnote to the sale says pursuant to a 10b5-1 plan executed 6/28/13. For those that don't know and are too lazy to look it up, 10b5-1 is a sec rule which exempts an insider from charges of trading on inside info if the rule is followed. The rule requires a written plan (filed with sec) whereby an insider sets out criteria which, when met, causes a defined transaction to take place. Once set, the insider cannot affect or influence the criteria.

      For example, an insider with kids in college can say, "Within 3 business days before or after each August 10 for the next 4 years, I will sell enough shares to generate 150% of the reasonably estimated cost of one year's tuition, room & board and fees at Brown University

      Or a plan could say, "I will sell 5% of my holdings in nrf on the 5th business day after earnings are announced until I have sold 700,000 shares."

      The terms of the plan are secret. The important thing is once the plan is set, the insider cannot control its operation.

      Now, Tylis, Gilbert and Hamo all got freebee shares in early May 2013. Tylis and Gilbert sold their new shares immediately (Tylis added old shares) on May 8 & 9 2013. Tylis sold for 10.04 and Gilbert for 9.67.

      It appears Hamo met with his lawyers to cook up a 10b5-1 plan for his new shares on 6/28/13. I have no Idea what the trigger criteria was, but it was one shot. Yesterday's sale finished the sales pursuant to this 10b5-1 plan.

      Even though the 10b5-1 plan is a weighty mitigating circumstance to this sale, I still feel uneasily negative about the sale. At the same time, the stock price is making me feel better already.

      • 3 Replies to dar200
      • I know insider sells have less meaning than buys, but I always wonder about "pre-defined selling plans" that just happen to execute less than 1% from a multi-year high. A bunch of the reit crowd did this leading up to the fall of 2008. I'm not impuning Hamo, I'm just making an observation.

      • Good info, dar. I cannot provide any insight about Hamo's trade or motivation, but I do know that the 10b5-1 plans have holes in them big enough to drive a truck through. I do not believe the plan has to be filed with the SEC, and the plans can be amended or terminated, though supposedly only when there is no material inside information. Execs can have multiple 10b5-1 plans as well. The SEC is looking into them (for all the good that will do) because some suspiciously well timed 10b5-1 transactions have gotten some press.

      • Funny you should mention this, my grandson was visiting us out West and sent for sweat shirts from his college -- Brown. Ominous, I think graduate school tuition is in the coming up. Go NRF!

    • Maybe he needed the 9 million to redecorate his house. I believe he still has several million more shares. I would be even more concerned if he were selling a bundle of shares while the price was plummeting, rats abandoning a sinking ship sort of thing. Rats don't usually abandon a rising ship. I know you have made the point that people sell for all sorts of reasons but they only buy for positive ones so let's try not to over read this action.


      Sentiment: Hold

    • 12.77 mil vs 50 mil on sale of apt last year

17.32-0.21(-1.20%)Sep 17 4:05 PMEDT

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