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Brookfield US Holdings Inc.

Disclosed activity across 5 companies

Tapewire entity
54446
SEC CIK
0001504722

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Reported relationships

Latest disclosed role at each company.

CompanyLast reported asReport datePublished
BROOKFIELD REAL ESTATE INCOME TRUST INC.N/A · Entity 2055210% ownerMarch 31, 2026April 02, 2026
CBL & ASSOCIATES PROPERTIES INCCBL · Entity 148310% ownerApril 12, 2022April 14, 2022
Hospitality Investors Trust, Inc.NONE · Entity 137144Director · 10% ownerJune 30, 2021July 01, 2021
Runway Growth Finance Corp.RWAY · Entity 603010% ownerMarch 28, 2023March 30, 2023

Disclosed balances

About these balances

Latest available filing per company, not a reconstructed current portfolio. Matching sequences show the last reported balance with all source rows expandable; grouping alone does not establish account ownership. Do not add unresolved positions together. Filings may omit unchanged positions, and amendments may correct only part of an older disclosure. Jointly reported shares are not necessarily this owner's personal holdings.

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
Class I Common StockSEC Table I · non-derivativeIndirectHeld by Brookfield REIT Adviser LLC220,778.46 Reported balance After 2026-03-31 transaction · row 1 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 1 · 2026-03-31 · Other · Disposed 314,544.881 · Balance 220,778.46

F1: Reflects shares redeemed by Brookfield REIT Adviser LLC (the "Adviser") that were issued by the Issuer as payment of the monthly management fee as compensation for the services the Adviser provides to the Issuer, pursuant to, and subject to the terms and conditions of, the advisory agreement among the Adviser, Brookfield REIT Operating Partnership L.P. and the Issuer.

F2: These shares are held directly by the Adviser and indirectly by Brookfield Corporation ("BCORP"), Brookfield Asset Management Ltd. ("BAM"), Brookfield Asset Management ULC ("BAM-ULC"), Brookfield US Holdings Inc. ("BUSHI"), Brookfield US Inc. ("BUSI"), Brookfield Property Master Holdings LLC ("BPM Holdings") and Brookfield Property Group LLC ("BPG"). BCORP is a holder of common shares of BAM-ULC, an ownership interest in BAM and special tracking preferred shares and Class B senior preferred shares of BUSHI. BAM is a holder of common shares of BAM-ULC. BAM-ULC is the holder of Class B common shares of BUSHI. BUSHI is the holder of Class A common shares and Class C preferred shares of BUSI. BUSI is the managing member of BPM Holdings. BPM Holdings is the sole member of BPG, which is the managing member of the Adviser.

F3: This filing shall not be deemed an admission that for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise, that the Reporting Persons are the beneficial owners of any equity securities in excess of their respective pecuniary interests, and each Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein, if any.

Filing footnotes · ownership attribution and instrument terms

F1: Reflects shares redeemed by Brookfield REIT Adviser LLC (the "Adviser") that were issued by the Issuer as payment of the monthly management fee as compensation for the services the Adviser provides to the Issuer, pursuant to, and subject to the terms and conditions of, the advisory agreement among the Adviser, Brookfield REIT Operating Partnership L.P. and the Issuer.

F2: These shares are held directly by the Adviser and indirectly by Brookfield Corporation ("BCORP"), Brookfield Asset Management Ltd. ("BAM"), Brookfield Asset Management ULC ("BAM-ULC"), Brookfield US Holdings Inc. ("BUSHI"), Brookfield US Inc. ("BUSI"), Brookfield Property Master Holdings LLC ("BPM Holdings") and Brookfield Property Group LLC ("BPG"). BCORP is a holder of common shares of BAM-ULC, an ownership interest in BAM and special tracking preferred shares and Class B senior preferred shares of BUSHI. BAM is a holder of common shares of BAM-ULC. BAM-ULC is the holder of Class B common shares of BUSHI. BUSHI is the holder of Class A common shares and Class C preferred shares of BUSI. BUSI is the managing member of BPM Holdings. BPM Holdings is the sole member of BPG, which is the managing member of the Adviser.

F3: This filing shall not be deemed an admission that for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise, that the Reporting Persons are the beneficial owners of any equity securities in excess of their respective pecuniary interests, and each Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein, if any.

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
Common StockSEC Table I · non-derivativeDirect0 Reported balance After 2022-04-12 transaction · row 1 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 1 · 2022-04-12 · Sale · Disposed 5,925 · Balance 0

F1: Consists of shares of common stock held by Wells Street Global Partners LP ("WSGP").

F4: This Form 4 is being filed jointly by (each, a "Reporting Person" and, collectively, the "Reporting Persons") (i) VOF Holdings, (ii) Oaktree Value Opportunities Fund GP, L.P. ("VOF GP"), in its capacity as the general partner of VOF Holdings, (iii) Oaktree Value Opportunities Fund GP Ltd. ("VOF GP Ltd."), in its capacity as the general partner of VOF GP, (iv) Xb CBL-E, (v) Oaktree Fund GP, LLC ("Fund GP"), in its capacity as the general partner of Xb CBL-E, (vi) Oaktree Fund GP I, L.P. ("Fund GP I"), in its capacity as the managing member of Fund GP, (vii) Oaktree Capital I, L.P. ("Capital I"), in its capacity as the general partner of Fund GP I, (viii) OCM Holdings I, LLC ("Holdings I"), in its capacity as general partner of Capital I, (ix) Oaktree Holdings, LLC ("Holdings"), in its capacity as the managing member of Holdings I, (x) Oaktree Capital Management, L.P. ("Management"), in its capacity (cont'd in FN4)

F5: (con't from FN4) as the sole director of VOF GP Ltd, (xi) Oaktree Capital Management GP, LLC ("Management GP"), in its capacity as the general partner of Management, (xii) Atlas OCM Holdings LLC ("Atlas"), in its capacity as the manager of Management GP, (xiii) Oaktree Capital Group, LLC ("OCG"), in its capacity as managing member of Holdings, (xiv) Oaktree Capital Group Holdings GP, LLC ("OCGH GP"), as indirect owner of the class B units of each of OCG and Atlas, (xv) WSGP, (xvi) Brookfield Public Securities Group LLC ("Securities Group"), in its capacity as the sole member of the general partner of WSGP, (xvii) Brookfield Public Securities Group Holdings LLC ("Securities Group Holdings"), in its capacity as the sole member of Securities Group, (xviii) Brookfield US Inc. ("Brookfield US"), in its capacity as the managing member of Securities Group Holdings, (xix) Brookfield US Holdings Inc. ("Brookfield US Holdings"), in (con't in FN6)

F6: (con't from FN5) its capacity as the sole shareholder of Brookfield US, (xx) Brookfield Holdings Canada Inc. ("Brookfield Holdings Canada"), in its capacity as the sole shareholder of Brookfield US Holdings, (xxi) Brookfield Asset Management Inc. ("BAM"), in its capacity as the indirect owner of the class A units of each of OCG and Atlas and sole shareholder of Brookfield Holdings Canada and (xxii) BAM Partners Trust ("BAM Partnership"), in its capacity as the sole owner of Class B Limited Voting Shares of BAM.

Common StockSEC Table I · non-derivativeIndirectSee footnotes398,396 Reported balance Holding disclosure · report date 2022-04-12 · row 2 Holding and transaction disclosures are not merged.
1 source row

Row 2 · Balance 398,396

F2: Consists of shares of common stock held by OCM Xb CBL-E Holdings, LLC ("Xb CBL-E").

F4: This Form 4 is being filed jointly by (each, a "Reporting Person" and, collectively, the "Reporting Persons") (i) VOF Holdings, (ii) Oaktree Value Opportunities Fund GP, L.P. ("VOF GP"), in its capacity as the general partner of VOF Holdings, (iii) Oaktree Value Opportunities Fund GP Ltd. ("VOF GP Ltd."), in its capacity as the general partner of VOF GP, (iv) Xb CBL-E, (v) Oaktree Fund GP, LLC ("Fund GP"), in its capacity as the general partner of Xb CBL-E, (vi) Oaktree Fund GP I, L.P. ("Fund GP I"), in its capacity as the managing member of Fund GP, (vii) Oaktree Capital I, L.P. ("Capital I"), in its capacity as the general partner of Fund GP I, (viii) OCM Holdings I, LLC ("Holdings I"), in its capacity as general partner of Capital I, (ix) Oaktree Holdings, LLC ("Holdings"), in its capacity as the managing member of Holdings I, (x) Oaktree Capital Management, L.P. ("Management"), in its capacity (cont'd in FN4)

F5: (con't from FN4) as the sole director of VOF GP Ltd, (xi) Oaktree Capital Management GP, LLC ("Management GP"), in its capacity as the general partner of Management, (xii) Atlas OCM Holdings LLC ("Atlas"), in its capacity as the manager of Management GP, (xiii) Oaktree Capital Group, LLC ("OCG"), in its capacity as managing member of Holdings, (xiv) Oaktree Capital Group Holdings GP, LLC ("OCGH GP"), as indirect owner of the class B units of each of OCG and Atlas, (xv) WSGP, (xvi) Brookfield Public Securities Group LLC ("Securities Group"), in its capacity as the sole member of the general partner of WSGP, (xvii) Brookfield Public Securities Group Holdings LLC ("Securities Group Holdings"), in its capacity as the sole member of Securities Group, (xviii) Brookfield US Inc. ("Brookfield US"), in its capacity as the managing member of Securities Group Holdings, (xix) Brookfield US Holdings Inc. ("Brookfield US Holdings"), in (con't in FN6)

F6: (con't from FN5) its capacity as the sole shareholder of Brookfield US, (xx) Brookfield Holdings Canada Inc. ("Brookfield Holdings Canada"), in its capacity as the sole shareholder of Brookfield US Holdings, (xxi) Brookfield Asset Management Inc. ("BAM"), in its capacity as the indirect owner of the class A units of each of OCG and Atlas and sole shareholder of Brookfield Holdings Canada and (xxii) BAM Partners Trust ("BAM Partnership"), in its capacity as the sole owner of Class B Limited Voting Shares of BAM.

Common StockSEC Table I · non-derivativeIndirectSee footnotes585,735 Reported balance Holding disclosure · report date 2022-04-12 · row 3 Holding and transaction disclosures are not merged.
1 source row

Row 3 · Balance 585,735

F3: Consists of shares of common stock held by Oaktree Value Opportunities Fund Holdings, L.P. ("VOF Holdings").

F4: This Form 4 is being filed jointly by (each, a "Reporting Person" and, collectively, the "Reporting Persons") (i) VOF Holdings, (ii) Oaktree Value Opportunities Fund GP, L.P. ("VOF GP"), in its capacity as the general partner of VOF Holdings, (iii) Oaktree Value Opportunities Fund GP Ltd. ("VOF GP Ltd."), in its capacity as the general partner of VOF GP, (iv) Xb CBL-E, (v) Oaktree Fund GP, LLC ("Fund GP"), in its capacity as the general partner of Xb CBL-E, (vi) Oaktree Fund GP I, L.P. ("Fund GP I"), in its capacity as the managing member of Fund GP, (vii) Oaktree Capital I, L.P. ("Capital I"), in its capacity as the general partner of Fund GP I, (viii) OCM Holdings I, LLC ("Holdings I"), in its capacity as general partner of Capital I, (ix) Oaktree Holdings, LLC ("Holdings"), in its capacity as the managing member of Holdings I, (x) Oaktree Capital Management, L.P. ("Management"), in its capacity (cont'd in FN4)

F5: (con't from FN4) as the sole director of VOF GP Ltd, (xi) Oaktree Capital Management GP, LLC ("Management GP"), in its capacity as the general partner of Management, (xii) Atlas OCM Holdings LLC ("Atlas"), in its capacity as the manager of Management GP, (xiii) Oaktree Capital Group, LLC ("OCG"), in its capacity as managing member of Holdings, (xiv) Oaktree Capital Group Holdings GP, LLC ("OCGH GP"), as indirect owner of the class B units of each of OCG and Atlas, (xv) WSGP, (xvi) Brookfield Public Securities Group LLC ("Securities Group"), in its capacity as the sole member of the general partner of WSGP, (xvii) Brookfield Public Securities Group Holdings LLC ("Securities Group Holdings"), in its capacity as the sole member of Securities Group, (xviii) Brookfield US Inc. ("Brookfield US"), in its capacity as the managing member of Securities Group Holdings, (xix) Brookfield US Holdings Inc. ("Brookfield US Holdings"), in (con't in FN6)

F6: (con't from FN5) its capacity as the sole shareholder of Brookfield US, (xx) Brookfield Holdings Canada Inc. ("Brookfield Holdings Canada"), in its capacity as the sole shareholder of Brookfield US Holdings, (xxi) Brookfield Asset Management Inc. ("BAM"), in its capacity as the indirect owner of the class A units of each of OCG and Atlas and sole shareholder of Brookfield Holdings Canada and (xxii) BAM Partners Trust ("BAM Partnership"), in its capacity as the sole owner of Class B Limited Voting Shares of BAM.

Filing footnotes · ownership attribution and instrument terms

F1: Consists of shares of common stock held by Wells Street Global Partners LP ("WSGP").

F2: Consists of shares of common stock held by OCM Xb CBL-E Holdings, LLC ("Xb CBL-E").

F3: Consists of shares of common stock held by Oaktree Value Opportunities Fund Holdings, L.P. ("VOF Holdings").

F4: This Form 4 is being filed jointly by (each, a "Reporting Person" and, collectively, the "Reporting Persons") (i) VOF Holdings, (ii) Oaktree Value Opportunities Fund GP, L.P. ("VOF GP"), in its capacity as the general partner of VOF Holdings, (iii) Oaktree Value Opportunities Fund GP Ltd. ("VOF GP Ltd."), in its capacity as the general partner of VOF GP, (iv) Xb CBL-E, (v) Oaktree Fund GP, LLC ("Fund GP"), in its capacity as the general partner of Xb CBL-E, (vi) Oaktree Fund GP I, L.P. ("Fund GP I"), in its capacity as the managing member of Fund GP, (vii) Oaktree Capital I, L.P. ("Capital I"), in its capacity as the general partner of Fund GP I, (viii) OCM Holdings I, LLC ("Holdings I"), in its capacity as general partner of Capital I, (ix) Oaktree Holdings, LLC ("Holdings"), in its capacity as the managing member of Holdings I, (x) Oaktree Capital Management, L.P. ("Management"), in its capacity (cont'd in FN4)

F5: (con't from FN4) as the sole director of VOF GP Ltd, (xi) Oaktree Capital Management GP, LLC ("Management GP"), in its capacity as the general partner of Management, (xii) Atlas OCM Holdings LLC ("Atlas"), in its capacity as the manager of Management GP, (xiii) Oaktree Capital Group, LLC ("OCG"), in its capacity as managing member of Holdings, (xiv) Oaktree Capital Group Holdings GP, LLC ("OCGH GP"), as indirect owner of the class B units of each of OCG and Atlas, (xv) WSGP, (xvi) Brookfield Public Securities Group LLC ("Securities Group"), in its capacity as the sole member of the general partner of WSGP, (xvii) Brookfield Public Securities Group Holdings LLC ("Securities Group Holdings"), in its capacity as the sole member of Securities Group, (xviii) Brookfield US Inc. ("Brookfield US"), in its capacity as the managing member of Securities Group Holdings, (xix) Brookfield US Holdings Inc. ("Brookfield US Holdings"), in (con't in FN6)

F6: (con't from FN5) its capacity as the sole shareholder of Brookfield US, (xx) Brookfield Holdings Canada Inc. ("Brookfield Holdings Canada"), in its capacity as the sole shareholder of Brookfield US Holdings, (xxi) Brookfield Asset Management Inc. ("BAM"), in its capacity as the indirect owner of the class A units of each of OCG and Atlas and sole shareholder of Brookfield Holdings Canada and (xxii) BAM Partners Trust ("BAM Partnership"), in its capacity as the sole owner of Class B Limited Voting Shares of BAM.

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
Common StockSEC Table I · non-derivativeIndirectSee Explanatory Responses39,082,624.67 Reported balance After 2021-06-30 transaction · row 1 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 1 · 2021-06-30 · Grant · Acquired 39,082,624.67 · Balance 39,082,624.67

F1: In connection with consummation of the Issuer's Joint Prepackaged Chapter 11 Plan of Reorganization (the "Plan") the Class C Units held by the Reporting Persons were cancelled in exchange for 39,070,509.06 of common stock of the Issuer issued to Brookfield Strategic Real Estate Partners II Hospitality REIT II LLC ("BSREP II") and 12,115.61 shares of common stock of the Issuer issued to Hospitality II TRS LLC, a wholly-owned subsidiary of BSREP II. The Issuer is now a wholly-owned subsidiary of BSREP II.

F2: This Form 4 is being jointly filed by and on behalf of each of the following persons (each, a "Reporting Person"): (i) Brookfield Asset Management Inc., a corporation formed under the laws of Ontario, Canada ("BAM"); (ii) BAM Partners Trust, a trust formed under the laws of Ontario, Canada ("BAM Partnership"); (iii) Brookfield Holdings Canada Inc., a corporation formed under the laws of Ontario, Canada ("BHC"); (iv) Brookfield US Holdings Inc., a corporation formed under the laws of Ontario, Canada ("BUSHI"); (v) Brookfield US Inc., a Delaware corporation ("BUSI"); (vi) BUSC Finance LLC, a Delaware limited liability company ("BUSC Finance"); (vii) Brookfield Property Master Holdings LLC, a Delaware limited liability company ("BPMH"); (continued in footnote 3)

F3: (continued from footnote 2) (viii) Brookfield Property Group LLC, a Delaware limited liability company ("BPG"); (ix) Brookfield Strategic Real Estate Partners II GP OF GP LLC, a Delaware limited liability company ("BSREP II GP of GP"); (x) Brookfield Strategic Real Estate Partners II GP L.P., a Delaware limited partnership ("BSREP II GP"); and (xi) BSREP II.

F4: Each of the Reporting Persons may be deemed to beneficially own the securities of the Issuer beneficially owned by the Reporting Persons directly or indirectly controlled by it, but each disclaims beneficial ownership of such securities, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934, or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein.

Class C UnitsSEC Table II · derivative / convertible securityIndirectSee Explanatory Responses0 Reported balance After 2021-06-30 transaction · row 2 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 2 · 2021-06-30 · Disposition to issuer · Disposed 30,858,434.61 · Balance 0

F1: In connection with consummation of the Issuer's Joint Prepackaged Chapter 11 Plan of Reorganization (the "Plan") the Class C Units held by the Reporting Persons were cancelled in exchange for 39,070,509.06 of common stock of the Issuer issued to Brookfield Strategic Real Estate Partners II Hospitality REIT II LLC ("BSREP II") and 12,115.61 shares of common stock of the Issuer issued to Hospitality II TRS LLC, a wholly-owned subsidiary of BSREP II. The Issuer is now a wholly-owned subsidiary of BSREP II.

F2: This Form 4 is being jointly filed by and on behalf of each of the following persons (each, a "Reporting Person"): (i) Brookfield Asset Management Inc., a corporation formed under the laws of Ontario, Canada ("BAM"); (ii) BAM Partners Trust, a trust formed under the laws of Ontario, Canada ("BAM Partnership"); (iii) Brookfield Holdings Canada Inc., a corporation formed under the laws of Ontario, Canada ("BHC"); (iv) Brookfield US Holdings Inc., a corporation formed under the laws of Ontario, Canada ("BUSHI"); (v) Brookfield US Inc., a Delaware corporation ("BUSI"); (vi) BUSC Finance LLC, a Delaware limited liability company ("BUSC Finance"); (vii) Brookfield Property Master Holdings LLC, a Delaware limited liability company ("BPMH"); (continued in footnote 3)

F3: (continued from footnote 2) (viii) Brookfield Property Group LLC, a Delaware limited liability company ("BPG"); (ix) Brookfield Strategic Real Estate Partners II GP OF GP LLC, a Delaware limited liability company ("BSREP II GP of GP"); (x) Brookfield Strategic Real Estate Partners II GP L.P., a Delaware limited partnership ("BSREP II GP"); and (xi) BSREP II.

F4: Each of the Reporting Persons may be deemed to beneficially own the securities of the Issuer beneficially owned by the Reporting Persons directly or indirectly controlled by it, but each disclaims beneficial ownership of such securities, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934, or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein.

Filing footnotes · ownership attribution and instrument terms

F1: In connection with consummation of the Issuer's Joint Prepackaged Chapter 11 Plan of Reorganization (the "Plan") the Class C Units held by the Reporting Persons were cancelled in exchange for 39,070,509.06 of common stock of the Issuer issued to Brookfield Strategic Real Estate Partners II Hospitality REIT II LLC ("BSREP II") and 12,115.61 shares of common stock of the Issuer issued to Hospitality II TRS LLC, a wholly-owned subsidiary of BSREP II. The Issuer is now a wholly-owned subsidiary of BSREP II.

F2: This Form 4 is being jointly filed by and on behalf of each of the following persons (each, a "Reporting Person"): (i) Brookfield Asset Management Inc., a corporation formed under the laws of Ontario, Canada ("BAM"); (ii) BAM Partners Trust, a trust formed under the laws of Ontario, Canada ("BAM Partnership"); (iii) Brookfield Holdings Canada Inc., a corporation formed under the laws of Ontario, Canada ("BHC"); (iv) Brookfield US Holdings Inc., a corporation formed under the laws of Ontario, Canada ("BUSHI"); (v) Brookfield US Inc., a Delaware corporation ("BUSI"); (vi) BUSC Finance LLC, a Delaware limited liability company ("BUSC Finance"); (vii) Brookfield Property Master Holdings LLC, a Delaware limited liability company ("BPMH"); (continued in footnote 3)

F3: (continued from footnote 2) (viii) Brookfield Property Group LLC, a Delaware limited liability company ("BPG"); (ix) Brookfield Strategic Real Estate Partners II GP OF GP LLC, a Delaware limited liability company ("BSREP II GP of GP"); (x) Brookfield Strategic Real Estate Partners II GP L.P., a Delaware limited partnership ("BSREP II GP"); and (xi) BSREP II.

F4: Each of the Reporting Persons may be deemed to beneficially own the securities of the Issuer beneficially owned by the Reporting Persons directly or indirectly controlled by it, but each disclaims beneficial ownership of such securities, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934, or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein.

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
Common Stock, par value $0.01 per shareSEC Table I · non-derivativeDirect21,054,667 Last balance in matching sequence After 2023-03-29 transaction · row 2 Source-order balances reconcile. Account continuity and personal attribution are not independently verified.
2 source rows

Row 1 · 2023-03-28 · Sale · Disposed 24,744 · Balance 21,104,923

F1: Includes shares acquired pursuant to the issuer's dividend reinvestment plan.

F2: Brookfield Multi-Strategy Master Fund LP, a Cayman Island exempted limited partnership ("Master Fund LP"), directly owns no shares of common stock (the "Common Stock") of Runway Growth Finance Corp. ("Issuer") following the transactions reported herein. OCM Growth Holdings, LLC, a Delaware limited liability company ("LLC")("OCMGH"), directly owns 21,030,578 shares of Common Stock of the Issuer. Oaktree opportunities Fund Xb Holdings (Delaware), L.P., a Delaware limited partnership ("Fund Xb Delaware"), directly owns 24,089 shares of Common Stock of the Issuer. This Form 4 is being filed by (i) Oaktree Fund GP, LLC, a Delaware LLC ("GP LLC"), in its capacity as manager of OCMGH and Fund Xb Delaware, (ii) Oaktree GP I, L.P., a Delaware limited partnership ("GP I LLC"), in its capacity as managing member of GP LLC, (iii) Oaktree Capital I, L.P., a Delaware limited partnership ("Capital I"), in its capacity as general partner of GP I,

F3: (Continued from Footnote 2) (iv) OCM Holdings I, LLC, a Delaware LLC ("Holdings I"), in its capacity as general partner of Capital I, (v) Oaktree Holdings, LLC, a Delaware LLC ("Holdings"),in its capacity as managing member of Holdings I; (vi) Oaktree Capital Group, LLC, a Delaware LLC ("OCG"), in its capacity as managing member of Holdings; and (vii) Oaktree Capital Group Holdings GP, LLC, a Delaware LLC ("OCGH GP"), in its capacity as the indirect owner of the class B units of OCG; (viii) Brookfield Multi-Strategy Fund GP LLC, a Delaware LLC ("Multi-Fund Strategy Fund GP"), in its capacity as general partner of Master Fund LP; (xi) Brookfield BHS Advisors, LLC, a Delaware LLC ("BHS Advisors"), in its capacity as investment manager to Master Fund LP; in its capacity as managing member of Holdings I; (vi) Oaktree Capital Group, LLC, a Delaware LLC ("OCG"), in its capacity as managing member of Holdings; and

F4: (Continued from Footnote 3) (vii) Oaktree Capital Group Holdings GP, LLC, a Delaware LLC ("OCGH GP"), in its capacity as the indirect owner of the class B units of OCG; (viii) Brookfield Multi-Strategy Fund GP LLC, a Delaware LLC ("Multi-Fund Strategy Fund GP"), in its capacity as general partner of Master Fund LP; (xi) Brookfield BHS Advisors, LLC, a Delaware LLC ("BHS Advisors"), in its capacity as investment manager to Master Fund LP; (x) Brookfield Public Securities Group Holdings LLC, a Delaware LLC ("Securities Group Holdings"), in its capacity as managing manager of BHS Advisors; (xi) Brookfield US Inc., a Delaware corporation ("Brookfield US"), in its capacity as managing member of Securities Group Holdings; (xii) Brookfield US Holdings Inc., a Canadian corporation ("Brookfield US Holdings"), in its capacity as the 100% holder of Brookfield US's Class A Common Stock and 50% holder of Brookfield US's Class C Series 1 Preferred Shares;

F5: (Continued from Footnote 4) (xiii) Brookfield Asset Management ULC, a Canadian unlimited liability company ("BAM ULC"), in its capacity as the sole shareholder of Brookfield US Holdings; (xiv) Brookfield Corporation, a Canadian corporation ("BAM"), in its capacity as the indirect owner of the class A units of OCG and holder of 75% of BAM ULC; (xv) Brookfield Asset Management Ltd., a Canadian corporation ("BAM Ltd."), in its capacity as holder of 25% of BAM ULC; and (xvi) BAM Partners Trust, a trust formed under the laws of Ontario, in its capacity as the sole owner of Class B Limited Voting Shares of BAM.

F6: Each Reporting Person disclaims beneficial ownership of all equity securities reported herein except to the extent of its respective pecuniary interest therein, and the filing of this Form 4 shall not be construed as an admission that any such Reporting Person is the beneficial owner of any equity securities covered by this Form 4.

F7: OCGH GP is managed by an executive committee consisting of Howard S. Marks, Bruce A. Karsh, Sheldon M. Stone, John B. Frank, and Jay S. Wintrob (the "OCGH GP Members"). In such capacity, the OCGH GP Members may be deemed to have indirect beneficial ownership of the Common Stock. Each OCGH GP Member expressly disclaims beneficial ownership of the Common Stock, except to the extent of his respective pecuniary interest therein, and the filing of this Form 4 shall not be construed as an admission that any such person is the beneficial owner of any equity securities covered by this Form 4.

F8: The Reporting Persons may be deemed directors by deputization by virtue of their right to designate representatives to be nominated by the Issuer to serve on the Issuer's board of directors.

Row 2 · 2023-03-29 · Sale · Disposed 50,256 · Balance 21,054,667

F1: Includes shares acquired pursuant to the issuer's dividend reinvestment plan.

F2: Brookfield Multi-Strategy Master Fund LP, a Cayman Island exempted limited partnership ("Master Fund LP"), directly owns no shares of common stock (the "Common Stock") of Runway Growth Finance Corp. ("Issuer") following the transactions reported herein. OCM Growth Holdings, LLC, a Delaware limited liability company ("LLC")("OCMGH"), directly owns 21,030,578 shares of Common Stock of the Issuer. Oaktree opportunities Fund Xb Holdings (Delaware), L.P., a Delaware limited partnership ("Fund Xb Delaware"), directly owns 24,089 shares of Common Stock of the Issuer. This Form 4 is being filed by (i) Oaktree Fund GP, LLC, a Delaware LLC ("GP LLC"), in its capacity as manager of OCMGH and Fund Xb Delaware, (ii) Oaktree GP I, L.P., a Delaware limited partnership ("GP I LLC"), in its capacity as managing member of GP LLC, (iii) Oaktree Capital I, L.P., a Delaware limited partnership ("Capital I"), in its capacity as general partner of GP I,

F3: (Continued from Footnote 2) (iv) OCM Holdings I, LLC, a Delaware LLC ("Holdings I"), in its capacity as general partner of Capital I, (v) Oaktree Holdings, LLC, a Delaware LLC ("Holdings"),in its capacity as managing member of Holdings I; (vi) Oaktree Capital Group, LLC, a Delaware LLC ("OCG"), in its capacity as managing member of Holdings; and (vii) Oaktree Capital Group Holdings GP, LLC, a Delaware LLC ("OCGH GP"), in its capacity as the indirect owner of the class B units of OCG; (viii) Brookfield Multi-Strategy Fund GP LLC, a Delaware LLC ("Multi-Fund Strategy Fund GP"), in its capacity as general partner of Master Fund LP; (xi) Brookfield BHS Advisors, LLC, a Delaware LLC ("BHS Advisors"), in its capacity as investment manager to Master Fund LP; in its capacity as managing member of Holdings I; (vi) Oaktree Capital Group, LLC, a Delaware LLC ("OCG"), in its capacity as managing member of Holdings; and

F4: (Continued from Footnote 3) (vii) Oaktree Capital Group Holdings GP, LLC, a Delaware LLC ("OCGH GP"), in its capacity as the indirect owner of the class B units of OCG; (viii) Brookfield Multi-Strategy Fund GP LLC, a Delaware LLC ("Multi-Fund Strategy Fund GP"), in its capacity as general partner of Master Fund LP; (xi) Brookfield BHS Advisors, LLC, a Delaware LLC ("BHS Advisors"), in its capacity as investment manager to Master Fund LP; (x) Brookfield Public Securities Group Holdings LLC, a Delaware LLC ("Securities Group Holdings"), in its capacity as managing manager of BHS Advisors; (xi) Brookfield US Inc., a Delaware corporation ("Brookfield US"), in its capacity as managing member of Securities Group Holdings; (xii) Brookfield US Holdings Inc., a Canadian corporation ("Brookfield US Holdings"), in its capacity as the 100% holder of Brookfield US's Class A Common Stock and 50% holder of Brookfield US's Class C Series 1 Preferred Shares;

F5: (Continued from Footnote 4) (xiii) Brookfield Asset Management ULC, a Canadian unlimited liability company ("BAM ULC"), in its capacity as the sole shareholder of Brookfield US Holdings; (xiv) Brookfield Corporation, a Canadian corporation ("BAM"), in its capacity as the indirect owner of the class A units of OCG and holder of 75% of BAM ULC; (xv) Brookfield Asset Management Ltd., a Canadian corporation ("BAM Ltd."), in its capacity as holder of 25% of BAM ULC; and (xvi) BAM Partners Trust, a trust formed under the laws of Ontario, in its capacity as the sole owner of Class B Limited Voting Shares of BAM.

F6: Each Reporting Person disclaims beneficial ownership of all equity securities reported herein except to the extent of its respective pecuniary interest therein, and the filing of this Form 4 shall not be construed as an admission that any such Reporting Person is the beneficial owner of any equity securities covered by this Form 4.

F7: OCGH GP is managed by an executive committee consisting of Howard S. Marks, Bruce A. Karsh, Sheldon M. Stone, John B. Frank, and Jay S. Wintrob (the "OCGH GP Members"). In such capacity, the OCGH GP Members may be deemed to have indirect beneficial ownership of the Common Stock. Each OCGH GP Member expressly disclaims beneficial ownership of the Common Stock, except to the extent of his respective pecuniary interest therein, and the filing of this Form 4 shall not be construed as an admission that any such person is the beneficial owner of any equity securities covered by this Form 4.

F8: The Reporting Persons may be deemed directors by deputization by virtue of their right to designate representatives to be nominated by the Issuer to serve on the Issuer's board of directors.

Filing footnotes · ownership attribution and instrument terms

F1: Includes shares acquired pursuant to the issuer's dividend reinvestment plan.

F2: Brookfield Multi-Strategy Master Fund LP, a Cayman Island exempted limited partnership ("Master Fund LP"), directly owns no shares of common stock (the "Common Stock") of Runway Growth Finance Corp. ("Issuer") following the transactions reported herein. OCM Growth Holdings, LLC, a Delaware limited liability company ("LLC")("OCMGH"), directly owns 21,030,578 shares of Common Stock of the Issuer. Oaktree opportunities Fund Xb Holdings (Delaware), L.P., a Delaware limited partnership ("Fund Xb Delaware"), directly owns 24,089 shares of Common Stock of the Issuer. This Form 4 is being filed by (i) Oaktree Fund GP, LLC, a Delaware LLC ("GP LLC"), in its capacity as manager of OCMGH and Fund Xb Delaware, (ii) Oaktree GP I, L.P., a Delaware limited partnership ("GP I LLC"), in its capacity as managing member of GP LLC, (iii) Oaktree Capital I, L.P., a Delaware limited partnership ("Capital I"), in its capacity as general partner of GP I,

F3: (Continued from Footnote 2) (iv) OCM Holdings I, LLC, a Delaware LLC ("Holdings I"), in its capacity as general partner of Capital I, (v) Oaktree Holdings, LLC, a Delaware LLC ("Holdings"),in its capacity as managing member of Holdings I; (vi) Oaktree Capital Group, LLC, a Delaware LLC ("OCG"), in its capacity as managing member of Holdings; and (vii) Oaktree Capital Group Holdings GP, LLC, a Delaware LLC ("OCGH GP"), in its capacity as the indirect owner of the class B units of OCG; (viii) Brookfield Multi-Strategy Fund GP LLC, a Delaware LLC ("Multi-Fund Strategy Fund GP"), in its capacity as general partner of Master Fund LP; (xi) Brookfield BHS Advisors, LLC, a Delaware LLC ("BHS Advisors"), in its capacity as investment manager to Master Fund LP; in its capacity as managing member of Holdings I; (vi) Oaktree Capital Group, LLC, a Delaware LLC ("OCG"), in its capacity as managing member of Holdings; and

F4: (Continued from Footnote 3) (vii) Oaktree Capital Group Holdings GP, LLC, a Delaware LLC ("OCGH GP"), in its capacity as the indirect owner of the class B units of OCG; (viii) Brookfield Multi-Strategy Fund GP LLC, a Delaware LLC ("Multi-Fund Strategy Fund GP"), in its capacity as general partner of Master Fund LP; (xi) Brookfield BHS Advisors, LLC, a Delaware LLC ("BHS Advisors"), in its capacity as investment manager to Master Fund LP; (x) Brookfield Public Securities Group Holdings LLC, a Delaware LLC ("Securities Group Holdings"), in its capacity as managing manager of BHS Advisors; (xi) Brookfield US Inc., a Delaware corporation ("Brookfield US"), in its capacity as managing member of Securities Group Holdings; (xii) Brookfield US Holdings Inc., a Canadian corporation ("Brookfield US Holdings"), in its capacity as the 100% holder of Brookfield US's Class A Common Stock and 50% holder of Brookfield US's Class C Series 1 Preferred Shares;

F5: (Continued from Footnote 4) (xiii) Brookfield Asset Management ULC, a Canadian unlimited liability company ("BAM ULC"), in its capacity as the sole shareholder of Brookfield US Holdings; (xiv) Brookfield Corporation, a Canadian corporation ("BAM"), in its capacity as the indirect owner of the class A units of OCG and holder of 75% of BAM ULC; (xv) Brookfield Asset Management Ltd., a Canadian corporation ("BAM Ltd."), in its capacity as holder of 25% of BAM ULC; and (xvi) BAM Partners Trust, a trust formed under the laws of Ontario, in its capacity as the sole owner of Class B Limited Voting Shares of BAM.

F6: Each Reporting Person disclaims beneficial ownership of all equity securities reported herein except to the extent of its respective pecuniary interest therein, and the filing of this Form 4 shall not be construed as an admission that any such Reporting Person is the beneficial owner of any equity securities covered by this Form 4.

F7: OCGH GP is managed by an executive committee consisting of Howard S. Marks, Bruce A. Karsh, Sheldon M. Stone, John B. Frank, and Jay S. Wintrob (the "OCGH GP Members"). In such capacity, the OCGH GP Members may be deemed to have indirect beneficial ownership of the Common Stock. Each OCGH GP Member expressly disclaims beneficial ownership of the Common Stock, except to the extent of his respective pecuniary interest therein, and the filing of this Form 4 shall not be construed as an admission that any such person is the beneficial owner of any equity securities covered by this Form 4.

F8: The Reporting Persons may be deemed directors by deputization by virtue of their right to designate representatives to be nominated by the Issuer to serve on the Issuer's board of directors.

Past disclosures · reporting ended (1)

No longer tracked through insider filings. These historical balances do not imply present ownership or a zero position.

Section 16 reporting ended · disclosed 2018-08-29. Current position is not established by this disclosure.

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
Class B Stock, par value $0.01 per shareSEC Table I · non-derivativeIndirectSee Footnote124,985,577 Reported balance After 2018-08-27 transaction · row 1 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 1 · 2018-08-27 · Grant · Acquired 124,985,577 · Balance 124,985,577

F4: See Exhibit 99.1; Note 4.

F1: See Exhibit 99.1; Note 1.

Class B Stock, par value $0.01 per shareSEC Table I · non-derivativeIndirectSee Footnote351,958 Reported balance After 2018-08-27 transaction · row 2 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 2 · 2018-08-27 · Grant · Acquired 351,958 · Balance 351,958

F4: See Exhibit 99.1; Note 4.

F2: See Exhibit 99.1; Note 2.

Class B Stock, par value $0.01 per shareSEC Table I · non-derivativeIndirectSee Footnote24,063,298 Reported balance After 2018-08-27 transaction · row 3 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 3 · 2018-08-27 · Grant · Acquired 24,063,298 · Balance 24,063,298

F4: See Exhibit 99.1; Note 4.

F3: See Exhibit 99.1; Note 3.

Series B Preferred StockSEC Table II · derivative / convertible securityIndirectSee Footnote0 Reported balance After 2018-08-27 transaction · row 4 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 4 · 2018-08-27 · Disposition to issuer · Disposed 124,985,577 · Balance 0

F4: See Exhibit 99.1; Note 4.

F1: See Exhibit 99.1; Note 1.

Series B Preferred StockSEC Table II · derivative / convertible securityIndirectSee Footnote0 Reported balance After 2018-08-27 transaction · row 5 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 5 · 2018-08-27 · Disposition to issuer · Disposed 351,958 · Balance 0

F4: See Exhibit 99.1; Note 4.

F2: See Exhibit 99.1; Note 2.

Series B Preferred StockSEC Table II · derivative / convertible securityIndirectSee Footnote0 Reported balance After 2018-08-27 transaction · row 6 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 6 · 2018-08-27 · Disposition to issuer · Disposed 24,063,298 · Balance 0

F4: See Exhibit 99.1; Note 4.

F3: See Exhibit 99.1; Note 3.

Filing footnotes · ownership attribution and instrument terms

F1: See Exhibit 99.1; Note 1.

F2: See Exhibit 99.1; Note 2.

F3: See Exhibit 99.1; Note 3.

F4: See Exhibit 99.1; Note 4.

Transaction history

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Purchases/sales include open-market and private transactions. Plan disclosure applies to the filing; individual rows may differ. “Not disclosed” is not “unplanned.”

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Transaction dateCompanyActivity / securityShares / unitsReported priceReported valueDetails
February 08, 2022 Filed Feb 10, 2022 13:35 UTC Runway Growth Finance Corp. RWAY · Entity 6030 PurchaseCommon Stock, par value $0.01 per share 20,800 $13.10 $272,542.40
Disclosure

SEC source: 0000899243-22-005532 · doc4.xml · nonDerivative · entry 12

OCM Growth Holdings LLC · CIK 0001693272 · Director · 10% owner

Brookfield US Holdings Inc. · CIK 0001504722 · 10% owner

Brookfield Holdings Canada Inc. · CIK 0001540230 · 10% owner

Brookfield US Inc. · CIK 0001768973 · 10% owner

Brookfield Public Securities Group Holdings LLC · CIK 0001909269 · 10% owner

Brookfield BHS Advisors LLC · CIK 0001760437 · 10% owner

Brookfield Multi-Strategy Fund GP LLC · CIK 0001909267 · 10% owner

Brookfield Multi-Strategy Master Fund LP · CIK 0001909657 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 20,521,567

F8 · balance_after: This transaction was effected pursuant to a Rule 10b-5 plan adopted by the Reporting Persons.

F2 · ownership.direct: OCM Growth Holdings, LLC, a Delaware limited liability company ("LLC")("OCMGH"), directly owns 20,277,008 shares of the common stock (the "Common Stock") of Runway Growth Finance Corp. ("Issuer"). Brookfield Multi-Strategy Master Fund LP, a Cayman Island exempted limited partnership ("Master Fund LP"), directly owns 75,000 shares of Common Stock of the Issuer. This Form 4 is being filed by (i) Oaktree Fund GP, LLC, a Delaware LLC ("GP LLC"), in its capacity as manager of OCMGH, (ii) Oaktree GP I, L.P., a Delaware limited partnership ("GP I LLC"), in its capacity as managing member of GP LLC, (iii) Oaktree Capital I, L.P., a Delaware limited partnership ("Capital I"), in its capacity as general partner of GP I, (iv) OCM Holdings I, LLC, a Delaware LLC ("Holdings I"), in its capacity as general partner of Capital I, (v) Oaktree Holdings, LLC, a Delaware LLC ("Holdings"),

F3 · ownership.direct: (Continued from Footnote 2) in its capacity as managing member of Holdings I; (vi) Oaktree Capital Group, LLC, a Delaware LLC ("OCG"), in its capacity as managing member of Holdings; and (vii) Oaktree Capital Group Holdings GP, LLC, a Delaware LLC ("OCGH GP"), in its capacity as the indirect owner of the class B units of OCG; (viii) Brookfield Multi-Strategy Fund GP LLC, a Delaware LLC ("Multi-Fund Strategy Fund GP"), in its capacity as general partner of Master Fund LP; (xi) Brookfield BHS Advisors, LLC, a Delaware LLC ("BHS Advisors"), in its capacity as investment manager to Master Fund LP; (x) Brookfield Public Securities Group Holdings LLC, a Delaware LLC ("Securities Group Holdings"), in its capacity as managing manager of BHS Advisors; (xi) Brookfield US Inc., a Delaware corporation ("Brookfield US"), in its capacity as managing member of Securities Group Holdings;

F4 · ownership.direct: (Continued from Footnote 3) (xii) Brookfield US Holdings Inc., a Canadian corporation ("Brookfield US Holdings"), in its capacity as the sole shareholder of Brookfield US; (xiii) Brookfield Holdings Canada Inc., a Canadian corporation ("Brookfield Holdings Canada"), in its capacity as the sole shareholder of Brookfield US Holdings; (xiv) Brookfield Asset Management Inc., a Canadian corporation ("BAM"), in its capacity as the indirect owner of the class A units of OCG and sole shareholder of Brookfield Holdings Canada; and (xv) BAM Partners Trust, a trust formed under the laws of Ontario, in its capacity as the sole owner of Class B Limited Voting Shares of BAM.

F5 · ownership.direct: Each Reporting Person disclaims beneficial ownership of all equity securities reported herein except to the extent of its respective pecuniary interest therein, and the filing of this Form 4 shall not be construed as an admission that any such Reporting Person is the beneficial owner of any equity securities covered by this Form 4.

F6 · ownership.direct: OCGH GP is managed by an executive committee consisting of Howard S. Marks, Bruce A. Karsh, Sheldon M. Stone, John B. Frank, and Jay S. Wintrob (the "OCGH GP Members"). In such capacity, the OCGH GP Members may be deemed to have indirect beneficial ownership of the Common Stock. Each OCGH GP Member expressly disclaims beneficial ownership of the Common Stock, except to the extent of his respective pecuniary interest therein, and the filing of this Form 4 shall not be construed as an admission that any such person is the beneficial owner of any equity securities covered by this Form 4.

F7 · ownership.direct: The Reporting Persons may be deemed directors by deputization by virtue of their right to designate representatives to be nominated by the Issuer to serve on the Issuer's board of directors.

Read SEC document
February 07, 2022 Filed Feb 10, 2022 13:35 UTC Runway Growth Finance Corp. RWAY · Entity 6030 PurchaseCommon Stock, par value $0.01 per share 19,760 $13.36 $264,013.36
Disclosure

SEC source: 0000899243-22-005532 · doc4.xml · nonDerivative · entry 11

OCM Growth Holdings LLC · CIK 0001693272 · Director · 10% owner

Brookfield US Holdings Inc. · CIK 0001504722 · 10% owner

Brookfield Holdings Canada Inc. · CIK 0001540230 · 10% owner

Brookfield US Inc. · CIK 0001768973 · 10% owner

Brookfield Public Securities Group Holdings LLC · CIK 0001909269 · 10% owner

Brookfield BHS Advisors LLC · CIK 0001760437 · 10% owner

Brookfield Multi-Strategy Fund GP LLC · CIK 0001909267 · 10% owner

Brookfield Multi-Strategy Master Fund LP · CIK 0001909657 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 20,500,767

F8 · balance_after: This transaction was effected pursuant to a Rule 10b-5 plan adopted by the Reporting Persons.

F2 · ownership.direct: OCM Growth Holdings, LLC, a Delaware limited liability company ("LLC")("OCMGH"), directly owns 20,277,008 shares of the common stock (the "Common Stock") of Runway Growth Finance Corp. ("Issuer"). Brookfield Multi-Strategy Master Fund LP, a Cayman Island exempted limited partnership ("Master Fund LP"), directly owns 75,000 shares of Common Stock of the Issuer. This Form 4 is being filed by (i) Oaktree Fund GP, LLC, a Delaware LLC ("GP LLC"), in its capacity as manager of OCMGH, (ii) Oaktree GP I, L.P., a Delaware limited partnership ("GP I LLC"), in its capacity as managing member of GP LLC, (iii) Oaktree Capital I, L.P., a Delaware limited partnership ("Capital I"), in its capacity as general partner of GP I, (iv) OCM Holdings I, LLC, a Delaware LLC ("Holdings I"), in its capacity as general partner of Capital I, (v) Oaktree Holdings, LLC, a Delaware LLC ("Holdings"),

F3 · ownership.direct: (Continued from Footnote 2) in its capacity as managing member of Holdings I; (vi) Oaktree Capital Group, LLC, a Delaware LLC ("OCG"), in its capacity as managing member of Holdings; and (vii) Oaktree Capital Group Holdings GP, LLC, a Delaware LLC ("OCGH GP"), in its capacity as the indirect owner of the class B units of OCG; (viii) Brookfield Multi-Strategy Fund GP LLC, a Delaware LLC ("Multi-Fund Strategy Fund GP"), in its capacity as general partner of Master Fund LP; (xi) Brookfield BHS Advisors, LLC, a Delaware LLC ("BHS Advisors"), in its capacity as investment manager to Master Fund LP; (x) Brookfield Public Securities Group Holdings LLC, a Delaware LLC ("Securities Group Holdings"), in its capacity as managing manager of BHS Advisors; (xi) Brookfield US Inc., a Delaware corporation ("Brookfield US"), in its capacity as managing member of Securities Group Holdings;

F4 · ownership.direct: (Continued from Footnote 3) (xii) Brookfield US Holdings Inc., a Canadian corporation ("Brookfield US Holdings"), in its capacity as the sole shareholder of Brookfield US; (xiii) Brookfield Holdings Canada Inc., a Canadian corporation ("Brookfield Holdings Canada"), in its capacity as the sole shareholder of Brookfield US Holdings; (xiv) Brookfield Asset Management Inc., a Canadian corporation ("BAM"), in its capacity as the indirect owner of the class A units of OCG and sole shareholder of Brookfield Holdings Canada; and (xv) BAM Partners Trust, a trust formed under the laws of Ontario, in its capacity as the sole owner of Class B Limited Voting Shares of BAM.

F5 · ownership.direct: Each Reporting Person disclaims beneficial ownership of all equity securities reported herein except to the extent of its respective pecuniary interest therein, and the filing of this Form 4 shall not be construed as an admission that any such Reporting Person is the beneficial owner of any equity securities covered by this Form 4.

F6 · ownership.direct: OCGH GP is managed by an executive committee consisting of Howard S. Marks, Bruce A. Karsh, Sheldon M. Stone, John B. Frank, and Jay S. Wintrob (the "OCGH GP Members"). In such capacity, the OCGH GP Members may be deemed to have indirect beneficial ownership of the Common Stock. Each OCGH GP Member expressly disclaims beneficial ownership of the Common Stock, except to the extent of his respective pecuniary interest therein, and the filing of this Form 4 shall not be construed as an admission that any such person is the beneficial owner of any equity securities covered by this Form 4.

F7 · ownership.direct: The Reporting Persons may be deemed directors by deputization by virtue of their right to designate representatives to be nominated by the Issuer to serve on the Issuer's board of directors.

F8 · ownership.direct: This transaction was effected pursuant to a Rule 10b-5 plan adopted by the Reporting Persons.

Read SEC document
February 04, 2022 Filed Feb 10, 2022 13:35 UTC Runway Growth Finance Corp. RWAY · Entity 6030 PurchaseCommon Stock, par value $0.01 per share 20,400 $13.35 $272,319.60
Disclosure

SEC source: 0000899243-22-005532 · doc4.xml · nonDerivative · entry 10

OCM Growth Holdings LLC · CIK 0001693272 · Director · 10% owner

Brookfield US Holdings Inc. · CIK 0001504722 · 10% owner

Brookfield Holdings Canada Inc. · CIK 0001540230 · 10% owner

Brookfield US Inc. · CIK 0001768973 · 10% owner

Brookfield Public Securities Group Holdings LLC · CIK 0001909269 · 10% owner

Brookfield BHS Advisors LLC · CIK 0001760437 · 10% owner

Brookfield Multi-Strategy Fund GP LLC · CIK 0001909267 · 10% owner

Brookfield Multi-Strategy Master Fund LP · CIK 0001909657 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 20,481,007

F8 · balance_after: This transaction was effected pursuant to a Rule 10b-5 plan adopted by the Reporting Persons.

F2 · ownership.direct: OCM Growth Holdings, LLC, a Delaware limited liability company ("LLC")("OCMGH"), directly owns 20,277,008 shares of the common stock (the "Common Stock") of Runway Growth Finance Corp. ("Issuer"). Brookfield Multi-Strategy Master Fund LP, a Cayman Island exempted limited partnership ("Master Fund LP"), directly owns 75,000 shares of Common Stock of the Issuer. This Form 4 is being filed by (i) Oaktree Fund GP, LLC, a Delaware LLC ("GP LLC"), in its capacity as manager of OCMGH, (ii) Oaktree GP I, L.P., a Delaware limited partnership ("GP I LLC"), in its capacity as managing member of GP LLC, (iii) Oaktree Capital I, L.P., a Delaware limited partnership ("Capital I"), in its capacity as general partner of GP I, (iv) OCM Holdings I, LLC, a Delaware LLC ("Holdings I"), in its capacity as general partner of Capital I, (v) Oaktree Holdings, LLC, a Delaware LLC ("Holdings"),

F3 · ownership.direct: (Continued from Footnote 2) in its capacity as managing member of Holdings I; (vi) Oaktree Capital Group, LLC, a Delaware LLC ("OCG"), in its capacity as managing member of Holdings; and (vii) Oaktree Capital Group Holdings GP, LLC, a Delaware LLC ("OCGH GP"), in its capacity as the indirect owner of the class B units of OCG; (viii) Brookfield Multi-Strategy Fund GP LLC, a Delaware LLC ("Multi-Fund Strategy Fund GP"), in its capacity as general partner of Master Fund LP; (xi) Brookfield BHS Advisors, LLC, a Delaware LLC ("BHS Advisors"), in its capacity as investment manager to Master Fund LP; (x) Brookfield Public Securities Group Holdings LLC, a Delaware LLC ("Securities Group Holdings"), in its capacity as managing manager of BHS Advisors; (xi) Brookfield US Inc., a Delaware corporation ("Brookfield US"), in its capacity as managing member of Securities Group Holdings;

F4 · ownership.direct: (Continued from Footnote 3) (xii) Brookfield US Holdings Inc., a Canadian corporation ("Brookfield US Holdings"), in its capacity as the sole shareholder of Brookfield US; (xiii) Brookfield Holdings Canada Inc., a Canadian corporation ("Brookfield Holdings Canada"), in its capacity as the sole shareholder of Brookfield US Holdings; (xiv) Brookfield Asset Management Inc., a Canadian corporation ("BAM"), in its capacity as the indirect owner of the class A units of OCG and sole shareholder of Brookfield Holdings Canada; and (xv) BAM Partners Trust, a trust formed under the laws of Ontario, in its capacity as the sole owner of Class B Limited Voting Shares of BAM.

F5 · ownership.direct: Each Reporting Person disclaims beneficial ownership of all equity securities reported herein except to the extent of its respective pecuniary interest therein, and the filing of this Form 4 shall not be construed as an admission that any such Reporting Person is the beneficial owner of any equity securities covered by this Form 4.

F6 · ownership.direct: OCGH GP is managed by an executive committee consisting of Howard S. Marks, Bruce A. Karsh, Sheldon M. Stone, John B. Frank, and Jay S. Wintrob (the "OCGH GP Members"). In such capacity, the OCGH GP Members may be deemed to have indirect beneficial ownership of the Common Stock. Each OCGH GP Member expressly disclaims beneficial ownership of the Common Stock, except to the extent of his respective pecuniary interest therein, and the filing of this Form 4 shall not be construed as an admission that any such person is the beneficial owner of any equity securities covered by this Form 4.

F7 · ownership.direct: The Reporting Persons may be deemed directors by deputization by virtue of their right to designate representatives to be nominated by the Issuer to serve on the Issuer's board of directors.

Read SEC document
February 03, 2022 Filed Feb 10, 2022 13:35 UTC Runway Growth Finance Corp. RWAY · Entity 6030 PurchaseCommon Stock, par value $0.01 per share 14,109 $13.03 $183,858.61
Disclosure

SEC source: 0000899243-22-005532 · doc4.xml · nonDerivative · entry 9

OCM Growth Holdings LLC · CIK 0001693272 · Director · 10% owner

Brookfield US Holdings Inc. · CIK 0001504722 · 10% owner

Brookfield Holdings Canada Inc. · CIK 0001540230 · 10% owner

Brookfield US Inc. · CIK 0001768973 · 10% owner

Brookfield Public Securities Group Holdings LLC · CIK 0001909269 · 10% owner

Brookfield BHS Advisors LLC · CIK 0001760437 · 10% owner

Brookfield Multi-Strategy Fund GP LLC · CIK 0001909267 · 10% owner

Brookfield Multi-Strategy Master Fund LP · CIK 0001909657 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 20,460,607

F8 · balance_after: This transaction was effected pursuant to a Rule 10b-5 plan adopted by the Reporting Persons.

F2 · ownership.direct: OCM Growth Holdings, LLC, a Delaware limited liability company ("LLC")("OCMGH"), directly owns 20,277,008 shares of the common stock (the "Common Stock") of Runway Growth Finance Corp. ("Issuer"). Brookfield Multi-Strategy Master Fund LP, a Cayman Island exempted limited partnership ("Master Fund LP"), directly owns 75,000 shares of Common Stock of the Issuer. This Form 4 is being filed by (i) Oaktree Fund GP, LLC, a Delaware LLC ("GP LLC"), in its capacity as manager of OCMGH, (ii) Oaktree GP I, L.P., a Delaware limited partnership ("GP I LLC"), in its capacity as managing member of GP LLC, (iii) Oaktree Capital I, L.P., a Delaware limited partnership ("Capital I"), in its capacity as general partner of GP I, (iv) OCM Holdings I, LLC, a Delaware LLC ("Holdings I"), in its capacity as general partner of Capital I, (v) Oaktree Holdings, LLC, a Delaware LLC ("Holdings"),

F3 · ownership.direct: (Continued from Footnote 2) in its capacity as managing member of Holdings I; (vi) Oaktree Capital Group, LLC, a Delaware LLC ("OCG"), in its capacity as managing member of Holdings; and (vii) Oaktree Capital Group Holdings GP, LLC, a Delaware LLC ("OCGH GP"), in its capacity as the indirect owner of the class B units of OCG; (viii) Brookfield Multi-Strategy Fund GP LLC, a Delaware LLC ("Multi-Fund Strategy Fund GP"), in its capacity as general partner of Master Fund LP; (xi) Brookfield BHS Advisors, LLC, a Delaware LLC ("BHS Advisors"), in its capacity as investment manager to Master Fund LP; (x) Brookfield Public Securities Group Holdings LLC, a Delaware LLC ("Securities Group Holdings"), in its capacity as managing manager of BHS Advisors; (xi) Brookfield US Inc., a Delaware corporation ("Brookfield US"), in its capacity as managing member of Securities Group Holdings;

F4 · ownership.direct: (Continued from Footnote 3) (xii) Brookfield US Holdings Inc., a Canadian corporation ("Brookfield US Holdings"), in its capacity as the sole shareholder of Brookfield US; (xiii) Brookfield Holdings Canada Inc., a Canadian corporation ("Brookfield Holdings Canada"), in its capacity as the sole shareholder of Brookfield US Holdings; (xiv) Brookfield Asset Management Inc., a Canadian corporation ("BAM"), in its capacity as the indirect owner of the class A units of OCG and sole shareholder of Brookfield Holdings Canada; and (xv) BAM Partners Trust, a trust formed under the laws of Ontario, in its capacity as the sole owner of Class B Limited Voting Shares of BAM.

F5 · ownership.direct: Each Reporting Person disclaims beneficial ownership of all equity securities reported herein except to the extent of its respective pecuniary interest therein, and the filing of this Form 4 shall not be construed as an admission that any such Reporting Person is the beneficial owner of any equity securities covered by this Form 4.

F6 · ownership.direct: OCGH GP is managed by an executive committee consisting of Howard S. Marks, Bruce A. Karsh, Sheldon M. Stone, John B. Frank, and Jay S. Wintrob (the "OCGH GP Members"). In such capacity, the OCGH GP Members may be deemed to have indirect beneficial ownership of the Common Stock. Each OCGH GP Member expressly disclaims beneficial ownership of the Common Stock, except to the extent of his respective pecuniary interest therein, and the filing of this Form 4 shall not be construed as an admission that any such person is the beneficial owner of any equity securities covered by this Form 4.

F7 · ownership.direct: The Reporting Persons may be deemed directors by deputization by virtue of their right to designate representatives to be nominated by the Issuer to serve on the Issuer's board of directors.

Read SEC document
February 02, 2022 Filed Feb 10, 2022 13:35 UTC Runway Growth Finance Corp. RWAY · Entity 6030 PurchaseCommon Stock, par value $0.01 per share 18,231 $12.89 $234,942.90
Disclosure

SEC source: 0000899243-22-005532 · doc4.xml · nonDerivative · entry 8

OCM Growth Holdings LLC · CIK 0001693272 · Director · 10% owner

Brookfield US Holdings Inc. · CIK 0001504722 · 10% owner

Brookfield Holdings Canada Inc. · CIK 0001540230 · 10% owner

Brookfield US Inc. · CIK 0001768973 · 10% owner

Brookfield Public Securities Group Holdings LLC · CIK 0001909269 · 10% owner

Brookfield BHS Advisors LLC · CIK 0001760437 · 10% owner

Brookfield Multi-Strategy Fund GP LLC · CIK 0001909267 · 10% owner

Brookfield Multi-Strategy Master Fund LP · CIK 0001909657 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 20,446,498

F8 · balance_after: This transaction was effected pursuant to a Rule 10b-5 plan adopted by the Reporting Persons.

F2 · ownership.direct: OCM Growth Holdings, LLC, a Delaware limited liability company ("LLC")("OCMGH"), directly owns 20,277,008 shares of the common stock (the "Common Stock") of Runway Growth Finance Corp. ("Issuer"). Brookfield Multi-Strategy Master Fund LP, a Cayman Island exempted limited partnership ("Master Fund LP"), directly owns 75,000 shares of Common Stock of the Issuer. This Form 4 is being filed by (i) Oaktree Fund GP, LLC, a Delaware LLC ("GP LLC"), in its capacity as manager of OCMGH, (ii) Oaktree GP I, L.P., a Delaware limited partnership ("GP I LLC"), in its capacity as managing member of GP LLC, (iii) Oaktree Capital I, L.P., a Delaware limited partnership ("Capital I"), in its capacity as general partner of GP I, (iv) OCM Holdings I, LLC, a Delaware LLC ("Holdings I"), in its capacity as general partner of Capital I, (v) Oaktree Holdings, LLC, a Delaware LLC ("Holdings"),

F3 · ownership.direct: (Continued from Footnote 2) in its capacity as managing member of Holdings I; (vi) Oaktree Capital Group, LLC, a Delaware LLC ("OCG"), in its capacity as managing member of Holdings; and (vii) Oaktree Capital Group Holdings GP, LLC, a Delaware LLC ("OCGH GP"), in its capacity as the indirect owner of the class B units of OCG; (viii) Brookfield Multi-Strategy Fund GP LLC, a Delaware LLC ("Multi-Fund Strategy Fund GP"), in its capacity as general partner of Master Fund LP; (xi) Brookfield BHS Advisors, LLC, a Delaware LLC ("BHS Advisors"), in its capacity as investment manager to Master Fund LP; (x) Brookfield Public Securities Group Holdings LLC, a Delaware LLC ("Securities Group Holdings"), in its capacity as managing manager of BHS Advisors; (xi) Brookfield US Inc., a Delaware corporation ("Brookfield US"), in its capacity as managing member of Securities Group Holdings;

F4 · ownership.direct: (Continued from Footnote 3) (xii) Brookfield US Holdings Inc., a Canadian corporation ("Brookfield US Holdings"), in its capacity as the sole shareholder of Brookfield US; (xiii) Brookfield Holdings Canada Inc., a Canadian corporation ("Brookfield Holdings Canada"), in its capacity as the sole shareholder of Brookfield US Holdings; (xiv) Brookfield Asset Management Inc., a Canadian corporation ("BAM"), in its capacity as the indirect owner of the class A units of OCG and sole shareholder of Brookfield Holdings Canada; and (xv) BAM Partners Trust, a trust formed under the laws of Ontario, in its capacity as the sole owner of Class B Limited Voting Shares of BAM.

F5 · ownership.direct: Each Reporting Person disclaims beneficial ownership of all equity securities reported herein except to the extent of its respective pecuniary interest therein, and the filing of this Form 4 shall not be construed as an admission that any such Reporting Person is the beneficial owner of any equity securities covered by this Form 4.

F6 · ownership.direct: OCGH GP is managed by an executive committee consisting of Howard S. Marks, Bruce A. Karsh, Sheldon M. Stone, John B. Frank, and Jay S. Wintrob (the "OCGH GP Members"). In such capacity, the OCGH GP Members may be deemed to have indirect beneficial ownership of the Common Stock. Each OCGH GP Member expressly disclaims beneficial ownership of the Common Stock, except to the extent of his respective pecuniary interest therein, and the filing of this Form 4 shall not be construed as an admission that any such person is the beneficial owner of any equity securities covered by this Form 4.

F7 · ownership.direct: The Reporting Persons may be deemed directors by deputization by virtue of their right to designate representatives to be nominated by the Issuer to serve on the Issuer's board of directors.

Read SEC document
February 01, 2022 Filed Feb 10, 2022 13:35 UTC Runway Growth Finance Corp. RWAY · Entity 6030 PurchaseCommon Stock, par value $0.01 per share 16,973 $12.68 $215,195.58
Disclosure

SEC source: 0000899243-22-005532 · doc4.xml · nonDerivative · entry 7

OCM Growth Holdings LLC · CIK 0001693272 · Director · 10% owner

Brookfield US Holdings Inc. · CIK 0001504722 · 10% owner

Brookfield Holdings Canada Inc. · CIK 0001540230 · 10% owner

Brookfield US Inc. · CIK 0001768973 · 10% owner

Brookfield Public Securities Group Holdings LLC · CIK 0001909269 · 10% owner

Brookfield BHS Advisors LLC · CIK 0001760437 · 10% owner

Brookfield Multi-Strategy Fund GP LLC · CIK 0001909267 · 10% owner

Brookfield Multi-Strategy Master Fund LP · CIK 0001909657 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 20,428,267

F8 · balance_after: This transaction was effected pursuant to a Rule 10b-5 plan adopted by the Reporting Persons.

F2 · ownership.direct: OCM Growth Holdings, LLC, a Delaware limited liability company ("LLC")("OCMGH"), directly owns 20,277,008 shares of the common stock (the "Common Stock") of Runway Growth Finance Corp. ("Issuer"). Brookfield Multi-Strategy Master Fund LP, a Cayman Island exempted limited partnership ("Master Fund LP"), directly owns 75,000 shares of Common Stock of the Issuer. This Form 4 is being filed by (i) Oaktree Fund GP, LLC, a Delaware LLC ("GP LLC"), in its capacity as manager of OCMGH, (ii) Oaktree GP I, L.P., a Delaware limited partnership ("GP I LLC"), in its capacity as managing member of GP LLC, (iii) Oaktree Capital I, L.P., a Delaware limited partnership ("Capital I"), in its capacity as general partner of GP I, (iv) OCM Holdings I, LLC, a Delaware LLC ("Holdings I"), in its capacity as general partner of Capital I, (v) Oaktree Holdings, LLC, a Delaware LLC ("Holdings"),

F3 · ownership.direct: (Continued from Footnote 2) in its capacity as managing member of Holdings I; (vi) Oaktree Capital Group, LLC, a Delaware LLC ("OCG"), in its capacity as managing member of Holdings; and (vii) Oaktree Capital Group Holdings GP, LLC, a Delaware LLC ("OCGH GP"), in its capacity as the indirect owner of the class B units of OCG; (viii) Brookfield Multi-Strategy Fund GP LLC, a Delaware LLC ("Multi-Fund Strategy Fund GP"), in its capacity as general partner of Master Fund LP; (xi) Brookfield BHS Advisors, LLC, a Delaware LLC ("BHS Advisors"), in its capacity as investment manager to Master Fund LP; (x) Brookfield Public Securities Group Holdings LLC, a Delaware LLC ("Securities Group Holdings"), in its capacity as managing manager of BHS Advisors; (xi) Brookfield US Inc., a Delaware corporation ("Brookfield US"), in its capacity as managing member of Securities Group Holdings;

F4 · ownership.direct: (Continued from Footnote 3) (xii) Brookfield US Holdings Inc., a Canadian corporation ("Brookfield US Holdings"), in its capacity as the sole shareholder of Brookfield US; (xiii) Brookfield Holdings Canada Inc., a Canadian corporation ("Brookfield Holdings Canada"), in its capacity as the sole shareholder of Brookfield US Holdings; (xiv) Brookfield Asset Management Inc., a Canadian corporation ("BAM"), in its capacity as the indirect owner of the class A units of OCG and sole shareholder of Brookfield Holdings Canada; and (xv) BAM Partners Trust, a trust formed under the laws of Ontario, in its capacity as the sole owner of Class B Limited Voting Shares of BAM.

F5 · ownership.direct: Each Reporting Person disclaims beneficial ownership of all equity securities reported herein except to the extent of its respective pecuniary interest therein, and the filing of this Form 4 shall not be construed as an admission that any such Reporting Person is the beneficial owner of any equity securities covered by this Form 4.

F6 · ownership.direct: OCGH GP is managed by an executive committee consisting of Howard S. Marks, Bruce A. Karsh, Sheldon M. Stone, John B. Frank, and Jay S. Wintrob (the "OCGH GP Members"). In such capacity, the OCGH GP Members may be deemed to have indirect beneficial ownership of the Common Stock. Each OCGH GP Member expressly disclaims beneficial ownership of the Common Stock, except to the extent of his respective pecuniary interest therein, and the filing of this Form 4 shall not be construed as an admission that any such person is the beneficial owner of any equity securities covered by this Form 4.

F7 · ownership.direct: The Reporting Persons may be deemed directors by deputization by virtue of their right to designate representatives to be nominated by the Issuer to serve on the Issuer's board of directors.

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February 01, 2022 Filed Apr 6, 2022 21:40 UTC CBL & ASSOCIATES PROPERTIES INC CBL · Entity 1483 Conversion7.0% Exchangeable Senior Secured Notes due 2028 · Derivative 243,420 $3,324,573.00 Strike: $16.67 $809,267,559,660.00
Disclosure

SEC source: 0000950142-22-001320 · es220240525_4-cbl2.xml · derivative · entry 4

Oaktree Capital Management GP, LLC · CIK 0001831013 · 10% owner

Atlas OCM Holdings, LLC · CIK 0001790787 · 10% owner

Oaktree Capital Group, LLC · CIK 0001403528 · 10% owner

Oaktree Capital Group Holdings GP, LLC · CIK 0001403525 · 10% owner

WELLS STREET GLOBAL PARTNERS LP · CIK 0001460989 · 10% owner

Brookfield Public Securities Group LLC · CIK 0001273887 · 10% owner

Brookfield Public Securities Group Holdings LLC · CIK 0001909269 · 10% owner

Brookfield US Inc. · CIK 0001768973 · 10% owner

Brookfield US Holdings Inc. · CIK 0001504722 · 10% owner

Brookfield Holdings Canada Inc. · CIK 0001540230 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnotes

Disclosed balance after: 0

Underlying: Common Stock · 243,420 shares

Expires 2028-11-15

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F7 · price: Pursuant to the terms of that certain exchangeable notes indenture, dated November 1, 2021 (the "Indenture"), the 7.0% Exchangeable Senior Secured Notes due 2028 ("Exchangeable Notes") were exchanged into Common Stock of CBL & Associates Properties, Inc. (the "Company") at the Company's election, at the initial exchange rate, subject to adjustment in the manner set forth in the Indenture, of 60 shares of Common Stock for each $1,000 in aggregate principal amount of Exchangeable Notes, and the Reporting Persons received 434,269 shares of Common Stock as accrued interest and the make-whole payment.

F6 · derivative.underlying_shares: Consists of shares of Common Stock received upon exchange of the Exchangeable Notes plus shares of Common Stock received as accrued interest and the make-whole payment in connection with the exchange of the Exchangeable Notes pursuant to the Indenture.

F3 · ownership.nature: This Form 4 is being filed jointly by (each, a "Reporting Person" and, collectively, the "Reporting Persons") (i) VOF Holdings, (ii) Oaktree Value Opportunities Fund GP, L.P. ("VOF GP"), in its capacity as the general partner of VOF Holdings, (iii) Oaktree Value Opportunities Fund GP Ltd. ("VOF GP Ltd."), in its capacity as the general partner of VOF GP, (iv) Xb CBL-E, (v) Oaktree Fund GP, LLC ("Fund GP"), in its capacity as the general partner of Xb CBL-E, (vi) Oaktree Fund GP I, L.P. ("Fund GP I"), in its capacity as the managing member of Fund GP, (vii) Oaktree Capital I, L.P. ("Capital I"), in its capacity as the general partner of Fund GP I, (viii) OCM Holdings I, LLC ("Holdings I"), in its capacity as general partner of Capital I, (ix) Oaktree Holdings, LLC ("Holdings"), in its capacity as the managing member of Holdings I, (x) Oaktree Capital Management, L.P. ("Management"), in its capacity (cont'd in FN4)

F4 · ownership.nature: (con't from FN3) as the sole director of VOF GP Ltd, (xi) Oaktree Capital Management GP, LLC ("Management GP"), in its capacity as the general partner of Management, (xii) Atlas OCM Holdings LLC ("Atlas"), in its capacity as the manager of Management GP, (xiii) Oaktree Capital Group, LLC ("OCG"), in its capacity as managing member of Holdings, (xiv) Oaktree Capital Group Holdings GP, LLC ("OCGH GP"), as indirect owner of the class B units of each of OCG and Atlas, (xv) Wells Street Global Partners LP ("WSGP"), (xvi) Brookfield Public Securities Group LLC ("Securities Group"), in its capacity as the sole member of the general partner of WSGP, (xvii) Brookfield Public Securities Group Holdings LLC ("Securities Group Holdings"), in its capacity as the sole member of Securities Group, (xviii) Brookfield US Inc. ("Brookfield US"), in its capacity as the managing member of Securities Group Holdings, (xix) Brookfield US Holdings Inc. ("Brookfield US Holdings"), in (con't in FN5)

F5 · ownership.nature: (con't from FN4) its capacity as the sole shareholder of Brookfield US, (xx) Brookfield Holdings Canada Inc. ("Brookfield Holdings Canada"), in its capacity as the sole shareholder of Brookfield US Holdings, (xxi) Brookfield Asset Management Inc. ("BAM"), in its capacity as the indirect owner of the class A units of each of OCG and Atlas and sole shareholder of Brookfield Holdings Canada and (xxii) BAM Partners Trust ("BAM Partnership"), in its capacity as the sole owner of Class B Limited Voting Shares of BAM.

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February 01, 2022 Filed Apr 6, 2022 21:40 UTC CBL & ASSOCIATES PROPERTIES INC CBL · Entity 1483 Conversion7.0% Exchangeable Senior Secured Notes due 2028 · Derivative 2,161,983 $29,527,685.00 Strike: $16.67 $63,838,352,999,355.00
Disclosure

SEC source: 0000950142-22-001320 · es220240525_4-cbl2.xml · derivative · entry 3

Oaktree Capital Management GP, LLC · CIK 0001831013 · 10% owner

Atlas OCM Holdings, LLC · CIK 0001790787 · 10% owner

Oaktree Capital Group, LLC · CIK 0001403528 · 10% owner

Oaktree Capital Group Holdings GP, LLC · CIK 0001403525 · 10% owner

WELLS STREET GLOBAL PARTNERS LP · CIK 0001460989 · 10% owner

Brookfield Public Securities Group LLC · CIK 0001273887 · 10% owner

Brookfield Public Securities Group Holdings LLC · CIK 0001909269 · 10% owner

Brookfield US Inc. · CIK 0001768973 · 10% owner

Brookfield US Holdings Inc. · CIK 0001504722 · 10% owner

Brookfield Holdings Canada Inc. · CIK 0001540230 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnotes

Disclosed balance after: 0

Underlying: Common Stock · 2,161,983 shares

Expires 2028-11-15

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F7 · price: Pursuant to the terms of that certain exchangeable notes indenture, dated November 1, 2021 (the "Indenture"), the 7.0% Exchangeable Senior Secured Notes due 2028 ("Exchangeable Notes") were exchanged into Common Stock of CBL & Associates Properties, Inc. (the "Company") at the Company's election, at the initial exchange rate, subject to adjustment in the manner set forth in the Indenture, of 60 shares of Common Stock for each $1,000 in aggregate principal amount of Exchangeable Notes, and the Reporting Persons received 434,269 shares of Common Stock as accrued interest and the make-whole payment.

F6 · derivative.underlying_shares: Consists of shares of Common Stock received upon exchange of the Exchangeable Notes plus shares of Common Stock received as accrued interest and the make-whole payment in connection with the exchange of the Exchangeable Notes pursuant to the Indenture.

F3 · ownership.nature: This Form 4 is being filed jointly by (each, a "Reporting Person" and, collectively, the "Reporting Persons") (i) VOF Holdings, (ii) Oaktree Value Opportunities Fund GP, L.P. ("VOF GP"), in its capacity as the general partner of VOF Holdings, (iii) Oaktree Value Opportunities Fund GP Ltd. ("VOF GP Ltd."), in its capacity as the general partner of VOF GP, (iv) Xb CBL-E, (v) Oaktree Fund GP, LLC ("Fund GP"), in its capacity as the general partner of Xb CBL-E, (vi) Oaktree Fund GP I, L.P. ("Fund GP I"), in its capacity as the managing member of Fund GP, (vii) Oaktree Capital I, L.P. ("Capital I"), in its capacity as the general partner of Fund GP I, (viii) OCM Holdings I, LLC ("Holdings I"), in its capacity as general partner of Capital I, (ix) Oaktree Holdings, LLC ("Holdings"), in its capacity as the managing member of Holdings I, (x) Oaktree Capital Management, L.P. ("Management"), in its capacity (cont'd in FN4)

F4 · ownership.nature: (con't from FN3) as the sole director of VOF GP Ltd, (xi) Oaktree Capital Management GP, LLC ("Management GP"), in its capacity as the general partner of Management, (xii) Atlas OCM Holdings LLC ("Atlas"), in its capacity as the manager of Management GP, (xiii) Oaktree Capital Group, LLC ("OCG"), in its capacity as managing member of Holdings, (xiv) Oaktree Capital Group Holdings GP, LLC ("OCGH GP"), as indirect owner of the class B units of each of OCG and Atlas, (xv) Wells Street Global Partners LP ("WSGP"), (xvi) Brookfield Public Securities Group LLC ("Securities Group"), in its capacity as the sole member of the general partner of WSGP, (xvii) Brookfield Public Securities Group Holdings LLC ("Securities Group Holdings"), in its capacity as the sole member of Securities Group, (xviii) Brookfield US Inc. ("Brookfield US"), in its capacity as the managing member of Securities Group Holdings, (xix) Brookfield US Holdings Inc. ("Brookfield US Holdings"), in (con't in FN5)

F5 · ownership.nature: (con't from FN4) its capacity as the sole shareholder of Brookfield US, (xx) Brookfield Holdings Canada Inc. ("Brookfield Holdings Canada"), in its capacity as the sole shareholder of Brookfield US Holdings, (xxi) Brookfield Asset Management Inc. ("BAM"), in its capacity as the indirect owner of the class A units of each of OCG and Atlas and sole shareholder of Brookfield Holdings Canada and (xxii) BAM Partners Trust ("BAM Partnership"), in its capacity as the sole owner of Class B Limited Voting Shares of BAM.

Read SEC document
February 01, 2022 Filed Apr 6, 2022 21:40 UTC CBL & ASSOCIATES PROPERTIES INC CBL · Entity 1483 ConversionCommon Stock 243,420 $16.67 $4,057,811.40
Disclosure

SEC source: 0000950142-22-001320 · es220240525_4-cbl2.xml · nonDerivative · entry 2

Oaktree Capital Management GP, LLC · CIK 0001831013 · 10% owner

Atlas OCM Holdings, LLC · CIK 0001790787 · 10% owner

Oaktree Capital Group, LLC · CIK 0001403528 · 10% owner

Oaktree Capital Group Holdings GP, LLC · CIK 0001403525 · 10% owner

WELLS STREET GLOBAL PARTNERS LP · CIK 0001460989 · 10% owner

Brookfield Public Securities Group LLC · CIK 0001273887 · 10% owner

Brookfield Public Securities Group Holdings LLC · CIK 0001909269 · 10% owner

Brookfield US Inc. · CIK 0001768973 · 10% owner

Brookfield US Holdings Inc. · CIK 0001504722 · 10% owner

Brookfield Holdings Canada Inc. · CIK 0001540230 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnotes

Disclosed balance after: 585,735

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F2 · balance_after: Consists of shares of common stock held by Oaktree Value Opportunities Fund Holdings, L.P. ("VOF Holdings").

F3 · ownership.nature: This Form 4 is being filed jointly by (each, a "Reporting Person" and, collectively, the "Reporting Persons") (i) VOF Holdings, (ii) Oaktree Value Opportunities Fund GP, L.P. ("VOF GP"), in its capacity as the general partner of VOF Holdings, (iii) Oaktree Value Opportunities Fund GP Ltd. ("VOF GP Ltd."), in its capacity as the general partner of VOF GP, (iv) Xb CBL-E, (v) Oaktree Fund GP, LLC ("Fund GP"), in its capacity as the general partner of Xb CBL-E, (vi) Oaktree Fund GP I, L.P. ("Fund GP I"), in its capacity as the managing member of Fund GP, (vii) Oaktree Capital I, L.P. ("Capital I"), in its capacity as the general partner of Fund GP I, (viii) OCM Holdings I, LLC ("Holdings I"), in its capacity as general partner of Capital I, (ix) Oaktree Holdings, LLC ("Holdings"), in its capacity as the managing member of Holdings I, (x) Oaktree Capital Management, L.P. ("Management"), in its capacity (cont'd in FN4)

F4 · ownership.nature: (con't from FN3) as the sole director of VOF GP Ltd, (xi) Oaktree Capital Management GP, LLC ("Management GP"), in its capacity as the general partner of Management, (xii) Atlas OCM Holdings LLC ("Atlas"), in its capacity as the manager of Management GP, (xiii) Oaktree Capital Group, LLC ("OCG"), in its capacity as managing member of Holdings, (xiv) Oaktree Capital Group Holdings GP, LLC ("OCGH GP"), as indirect owner of the class B units of each of OCG and Atlas, (xv) Wells Street Global Partners LP ("WSGP"), (xvi) Brookfield Public Securities Group LLC ("Securities Group"), in its capacity as the sole member of the general partner of WSGP, (xvii) Brookfield Public Securities Group Holdings LLC ("Securities Group Holdings"), in its capacity as the sole member of Securities Group, (xviii) Brookfield US Inc. ("Brookfield US"), in its capacity as the managing member of Securities Group Holdings, (xix) Brookfield US Holdings Inc. ("Brookfield US Holdings"), in (con't in FN5)

F5 · ownership.nature: (con't from FN4) its capacity as the sole shareholder of Brookfield US, (xx) Brookfield Holdings Canada Inc. ("Brookfield Holdings Canada"), in its capacity as the sole shareholder of Brookfield US Holdings, (xxi) Brookfield Asset Management Inc. ("BAM"), in its capacity as the indirect owner of the class A units of each of OCG and Atlas and sole shareholder of Brookfield Holdings Canada and (xxii) BAM Partners Trust ("BAM Partnership"), in its capacity as the sole owner of Class B Limited Voting Shares of BAM.

Read SEC document
February 01, 2022 Filed Apr 6, 2022 21:40 UTC CBL & ASSOCIATES PROPERTIES INC CBL · Entity 1483 ConversionCommon Stock 2,161,983 $16.67 $36,040,256.61
Disclosure

SEC source: 0000950142-22-001320 · es220240525_4-cbl2.xml · nonDerivative · entry 1

Oaktree Capital Management GP, LLC · CIK 0001831013 · 10% owner

Atlas OCM Holdings, LLC · CIK 0001790787 · 10% owner

Oaktree Capital Group, LLC · CIK 0001403528 · 10% owner

Oaktree Capital Group Holdings GP, LLC · CIK 0001403525 · 10% owner

WELLS STREET GLOBAL PARTNERS LP · CIK 0001460989 · 10% owner

Brookfield Public Securities Group LLC · CIK 0001273887 · 10% owner

Brookfield Public Securities Group Holdings LLC · CIK 0001909269 · 10% owner

Brookfield US Inc. · CIK 0001768973 · 10% owner

Brookfield US Holdings Inc. · CIK 0001504722 · 10% owner

Brookfield Holdings Canada Inc. · CIK 0001540230 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnotes

Disclosed balance after: 3,983,967

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · balance_after: Consists of shares of common stock held by OCM Xb CBL-E Holdings, LLC ("Xb CBL-E").

F3 · ownership.nature: This Form 4 is being filed jointly by (each, a "Reporting Person" and, collectively, the "Reporting Persons") (i) VOF Holdings, (ii) Oaktree Value Opportunities Fund GP, L.P. ("VOF GP"), in its capacity as the general partner of VOF Holdings, (iii) Oaktree Value Opportunities Fund GP Ltd. ("VOF GP Ltd."), in its capacity as the general partner of VOF GP, (iv) Xb CBL-E, (v) Oaktree Fund GP, LLC ("Fund GP"), in its capacity as the general partner of Xb CBL-E, (vi) Oaktree Fund GP I, L.P. ("Fund GP I"), in its capacity as the managing member of Fund GP, (vii) Oaktree Capital I, L.P. ("Capital I"), in its capacity as the general partner of Fund GP I, (viii) OCM Holdings I, LLC ("Holdings I"), in its capacity as general partner of Capital I, (ix) Oaktree Holdings, LLC ("Holdings"), in its capacity as the managing member of Holdings I, (x) Oaktree Capital Management, L.P. ("Management"), in its capacity (cont'd in FN4)

F4 · ownership.nature: (con't from FN3) as the sole director of VOF GP Ltd, (xi) Oaktree Capital Management GP, LLC ("Management GP"), in its capacity as the general partner of Management, (xii) Atlas OCM Holdings LLC ("Atlas"), in its capacity as the manager of Management GP, (xiii) Oaktree Capital Group, LLC ("OCG"), in its capacity as managing member of Holdings, (xiv) Oaktree Capital Group Holdings GP, LLC ("OCGH GP"), as indirect owner of the class B units of each of OCG and Atlas, (xv) Wells Street Global Partners LP ("WSGP"), (xvi) Brookfield Public Securities Group LLC ("Securities Group"), in its capacity as the sole member of the general partner of WSGP, (xvii) Brookfield Public Securities Group Holdings LLC ("Securities Group Holdings"), in its capacity as the sole member of Securities Group, (xviii) Brookfield US Inc. ("Brookfield US"), in its capacity as the managing member of Securities Group Holdings, (xix) Brookfield US Holdings Inc. ("Brookfield US Holdings"), in (con't in FN5)

F5 · ownership.nature: (con't from FN4) its capacity as the sole shareholder of Brookfield US, (xx) Brookfield Holdings Canada Inc. ("Brookfield Holdings Canada"), in its capacity as the sole shareholder of Brookfield US Holdings, (xxi) Brookfield Asset Management Inc. ("BAM"), in its capacity as the indirect owner of the class A units of each of OCG and Atlas and sole shareholder of Brookfield Holdings Canada and (xxii) BAM Partners Trust ("BAM Partnership"), in its capacity as the sole owner of Class B Limited Voting Shares of BAM.

Read SEC document
January 31, 2022 Filed Feb 10, 2022 13:35 UTC Runway Growth Finance Corp. RWAY · Entity 6030 PurchaseCommon Stock, par value $0.01 per share 19,521 $12.82 $250,210.42
Disclosure

SEC source: 0000899243-22-005532 · doc4.xml · nonDerivative · entry 6

OCM Growth Holdings LLC · CIK 0001693272 · Director · 10% owner

Brookfield US Holdings Inc. · CIK 0001504722 · 10% owner

Brookfield Holdings Canada Inc. · CIK 0001540230 · 10% owner

Brookfield US Inc. · CIK 0001768973 · 10% owner

Brookfield Public Securities Group Holdings LLC · CIK 0001909269 · 10% owner

Brookfield BHS Advisors LLC · CIK 0001760437 · 10% owner

Brookfield Multi-Strategy Fund GP LLC · CIK 0001909267 · 10% owner

Brookfield Multi-Strategy Master Fund LP · CIK 0001909657 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 20,411,294

F8 · balance_after: This transaction was effected pursuant to a Rule 10b-5 plan adopted by the Reporting Persons.

F2 · ownership.direct: OCM Growth Holdings, LLC, a Delaware limited liability company ("LLC")("OCMGH"), directly owns 20,277,008 shares of the common stock (the "Common Stock") of Runway Growth Finance Corp. ("Issuer"). Brookfield Multi-Strategy Master Fund LP, a Cayman Island exempted limited partnership ("Master Fund LP"), directly owns 75,000 shares of Common Stock of the Issuer. This Form 4 is being filed by (i) Oaktree Fund GP, LLC, a Delaware LLC ("GP LLC"), in its capacity as manager of OCMGH, (ii) Oaktree GP I, L.P., a Delaware limited partnership ("GP I LLC"), in its capacity as managing member of GP LLC, (iii) Oaktree Capital I, L.P., a Delaware limited partnership ("Capital I"), in its capacity as general partner of GP I, (iv) OCM Holdings I, LLC, a Delaware LLC ("Holdings I"), in its capacity as general partner of Capital I, (v) Oaktree Holdings, LLC, a Delaware LLC ("Holdings"),

F3 · ownership.direct: (Continued from Footnote 2) in its capacity as managing member of Holdings I; (vi) Oaktree Capital Group, LLC, a Delaware LLC ("OCG"), in its capacity as managing member of Holdings; and (vii) Oaktree Capital Group Holdings GP, LLC, a Delaware LLC ("OCGH GP"), in its capacity as the indirect owner of the class B units of OCG; (viii) Brookfield Multi-Strategy Fund GP LLC, a Delaware LLC ("Multi-Fund Strategy Fund GP"), in its capacity as general partner of Master Fund LP; (xi) Brookfield BHS Advisors, LLC, a Delaware LLC ("BHS Advisors"), in its capacity as investment manager to Master Fund LP; (x) Brookfield Public Securities Group Holdings LLC, a Delaware LLC ("Securities Group Holdings"), in its capacity as managing manager of BHS Advisors; (xi) Brookfield US Inc., a Delaware corporation ("Brookfield US"), in its capacity as managing member of Securities Group Holdings;

F4 · ownership.direct: (Continued from Footnote 3) (xii) Brookfield US Holdings Inc., a Canadian corporation ("Brookfield US Holdings"), in its capacity as the sole shareholder of Brookfield US; (xiii) Brookfield Holdings Canada Inc., a Canadian corporation ("Brookfield Holdings Canada"), in its capacity as the sole shareholder of Brookfield US Holdings; (xiv) Brookfield Asset Management Inc., a Canadian corporation ("BAM"), in its capacity as the indirect owner of the class A units of OCG and sole shareholder of Brookfield Holdings Canada; and (xv) BAM Partners Trust, a trust formed under the laws of Ontario, in its capacity as the sole owner of Class B Limited Voting Shares of BAM.

F5 · ownership.direct: Each Reporting Person disclaims beneficial ownership of all equity securities reported herein except to the extent of its respective pecuniary interest therein, and the filing of this Form 4 shall not be construed as an admission that any such Reporting Person is the beneficial owner of any equity securities covered by this Form 4.

F6 · ownership.direct: OCGH GP is managed by an executive committee consisting of Howard S. Marks, Bruce A. Karsh, Sheldon M. Stone, John B. Frank, and Jay S. Wintrob (the "OCGH GP Members"). In such capacity, the OCGH GP Members may be deemed to have indirect beneficial ownership of the Common Stock. Each OCGH GP Member expressly disclaims beneficial ownership of the Common Stock, except to the extent of his respective pecuniary interest therein, and the filing of this Form 4 shall not be construed as an admission that any such person is the beneficial owner of any equity securities covered by this Form 4.

F7 · ownership.direct: The Reporting Persons may be deemed directors by deputization by virtue of their right to designate representatives to be nominated by the Issuer to serve on the Issuer's board of directors.

Read SEC document
January 28, 2022 Filed Feb 10, 2022 13:35 UTC Runway Growth Finance Corp. RWAY · Entity 6030 PurchaseCommon Stock, par value $0.01 per share 20,365 $13.01 $264,918.10
Disclosure

SEC source: 0000899243-22-005532 · doc4.xml · nonDerivative · entry 5

OCM Growth Holdings LLC · CIK 0001693272 · Director · 10% owner

Brookfield US Holdings Inc. · CIK 0001504722 · 10% owner

Brookfield Holdings Canada Inc. · CIK 0001540230 · 10% owner

Brookfield US Inc. · CIK 0001768973 · 10% owner

Brookfield Public Securities Group Holdings LLC · CIK 0001909269 · 10% owner

Brookfield BHS Advisors LLC · CIK 0001760437 · 10% owner

Brookfield Multi-Strategy Fund GP LLC · CIK 0001909267 · 10% owner

Brookfield Multi-Strategy Master Fund LP · CIK 0001909657 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 20,391,773

F8 · balance_after: This transaction was effected pursuant to a Rule 10b-5 plan adopted by the Reporting Persons.

F2 · ownership.direct: OCM Growth Holdings, LLC, a Delaware limited liability company ("LLC")("OCMGH"), directly owns 20,277,008 shares of the common stock (the "Common Stock") of Runway Growth Finance Corp. ("Issuer"). Brookfield Multi-Strategy Master Fund LP, a Cayman Island exempted limited partnership ("Master Fund LP"), directly owns 75,000 shares of Common Stock of the Issuer. This Form 4 is being filed by (i) Oaktree Fund GP, LLC, a Delaware LLC ("GP LLC"), in its capacity as manager of OCMGH, (ii) Oaktree GP I, L.P., a Delaware limited partnership ("GP I LLC"), in its capacity as managing member of GP LLC, (iii) Oaktree Capital I, L.P., a Delaware limited partnership ("Capital I"), in its capacity as general partner of GP I, (iv) OCM Holdings I, LLC, a Delaware LLC ("Holdings I"), in its capacity as general partner of Capital I, (v) Oaktree Holdings, LLC, a Delaware LLC ("Holdings"),

F3 · ownership.direct: (Continued from Footnote 2) in its capacity as managing member of Holdings I; (vi) Oaktree Capital Group, LLC, a Delaware LLC ("OCG"), in its capacity as managing member of Holdings; and (vii) Oaktree Capital Group Holdings GP, LLC, a Delaware LLC ("OCGH GP"), in its capacity as the indirect owner of the class B units of OCG; (viii) Brookfield Multi-Strategy Fund GP LLC, a Delaware LLC ("Multi-Fund Strategy Fund GP"), in its capacity as general partner of Master Fund LP; (xi) Brookfield BHS Advisors, LLC, a Delaware LLC ("BHS Advisors"), in its capacity as investment manager to Master Fund LP; (x) Brookfield Public Securities Group Holdings LLC, a Delaware LLC ("Securities Group Holdings"), in its capacity as managing manager of BHS Advisors; (xi) Brookfield US Inc., a Delaware corporation ("Brookfield US"), in its capacity as managing member of Securities Group Holdings;

F4 · ownership.direct: (Continued from Footnote 3) (xii) Brookfield US Holdings Inc., a Canadian corporation ("Brookfield US Holdings"), in its capacity as the sole shareholder of Brookfield US; (xiii) Brookfield Holdings Canada Inc., a Canadian corporation ("Brookfield Holdings Canada"), in its capacity as the sole shareholder of Brookfield US Holdings; (xiv) Brookfield Asset Management Inc., a Canadian corporation ("BAM"), in its capacity as the indirect owner of the class A units of OCG and sole shareholder of Brookfield Holdings Canada; and (xv) BAM Partners Trust, a trust formed under the laws of Ontario, in its capacity as the sole owner of Class B Limited Voting Shares of BAM.

F5 · ownership.direct: Each Reporting Person disclaims beneficial ownership of all equity securities reported herein except to the extent of its respective pecuniary interest therein, and the filing of this Form 4 shall not be construed as an admission that any such Reporting Person is the beneficial owner of any equity securities covered by this Form 4.

F6 · ownership.direct: OCGH GP is managed by an executive committee consisting of Howard S. Marks, Bruce A. Karsh, Sheldon M. Stone, John B. Frank, and Jay S. Wintrob (the "OCGH GP Members"). In such capacity, the OCGH GP Members may be deemed to have indirect beneficial ownership of the Common Stock. Each OCGH GP Member expressly disclaims beneficial ownership of the Common Stock, except to the extent of his respective pecuniary interest therein, and the filing of this Form 4 shall not be construed as an admission that any such person is the beneficial owner of any equity securities covered by this Form 4.

F7 · ownership.direct: The Reporting Persons may be deemed directors by deputization by virtue of their right to designate representatives to be nominated by the Issuer to serve on the Issuer's board of directors.

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January 27, 2022 Filed Feb 10, 2022 13:35 UTC Runway Growth Finance Corp. RWAY · Entity 6030 PurchaseCommon Stock, par value $0.01 per share 19,400 $12.87 $249,705.16
Disclosure

SEC source: 0000899243-22-005532 · doc4.xml · nonDerivative · entry 4

OCM Growth Holdings LLC · CIK 0001693272 · Director · 10% owner

Brookfield US Holdings Inc. · CIK 0001504722 · 10% owner

Brookfield Holdings Canada Inc. · CIK 0001540230 · 10% owner

Brookfield US Inc. · CIK 0001768973 · 10% owner

Brookfield Public Securities Group Holdings LLC · CIK 0001909269 · 10% owner

Brookfield BHS Advisors LLC · CIK 0001760437 · 10% owner

Brookfield Multi-Strategy Fund GP LLC · CIK 0001909267 · 10% owner

Brookfield Multi-Strategy Master Fund LP · CIK 0001909657 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 20,371,408

F8 · balance_after: This transaction was effected pursuant to a Rule 10b-5 plan adopted by the Reporting Persons.

F2 · ownership.direct: OCM Growth Holdings, LLC, a Delaware limited liability company ("LLC")("OCMGH"), directly owns 20,277,008 shares of the common stock (the "Common Stock") of Runway Growth Finance Corp. ("Issuer"). Brookfield Multi-Strategy Master Fund LP, a Cayman Island exempted limited partnership ("Master Fund LP"), directly owns 75,000 shares of Common Stock of the Issuer. This Form 4 is being filed by (i) Oaktree Fund GP, LLC, a Delaware LLC ("GP LLC"), in its capacity as manager of OCMGH, (ii) Oaktree GP I, L.P., a Delaware limited partnership ("GP I LLC"), in its capacity as managing member of GP LLC, (iii) Oaktree Capital I, L.P., a Delaware limited partnership ("Capital I"), in its capacity as general partner of GP I, (iv) OCM Holdings I, LLC, a Delaware LLC ("Holdings I"), in its capacity as general partner of Capital I, (v) Oaktree Holdings, LLC, a Delaware LLC ("Holdings"),

F3 · ownership.direct: (Continued from Footnote 2) in its capacity as managing member of Holdings I; (vi) Oaktree Capital Group, LLC, a Delaware LLC ("OCG"), in its capacity as managing member of Holdings; and (vii) Oaktree Capital Group Holdings GP, LLC, a Delaware LLC ("OCGH GP"), in its capacity as the indirect owner of the class B units of OCG; (viii) Brookfield Multi-Strategy Fund GP LLC, a Delaware LLC ("Multi-Fund Strategy Fund GP"), in its capacity as general partner of Master Fund LP; (xi) Brookfield BHS Advisors, LLC, a Delaware LLC ("BHS Advisors"), in its capacity as investment manager to Master Fund LP; (x) Brookfield Public Securities Group Holdings LLC, a Delaware LLC ("Securities Group Holdings"), in its capacity as managing manager of BHS Advisors; (xi) Brookfield US Inc., a Delaware corporation ("Brookfield US"), in its capacity as managing member of Securities Group Holdings;

F4 · ownership.direct: (Continued from Footnote 3) (xii) Brookfield US Holdings Inc., a Canadian corporation ("Brookfield US Holdings"), in its capacity as the sole shareholder of Brookfield US; (xiii) Brookfield Holdings Canada Inc., a Canadian corporation ("Brookfield Holdings Canada"), in its capacity as the sole shareholder of Brookfield US Holdings; (xiv) Brookfield Asset Management Inc., a Canadian corporation ("BAM"), in its capacity as the indirect owner of the class A units of OCG and sole shareholder of Brookfield Holdings Canada; and (xv) BAM Partners Trust, a trust formed under the laws of Ontario, in its capacity as the sole owner of Class B Limited Voting Shares of BAM.

F5 · ownership.direct: Each Reporting Person disclaims beneficial ownership of all equity securities reported herein except to the extent of its respective pecuniary interest therein, and the filing of this Form 4 shall not be construed as an admission that any such Reporting Person is the beneficial owner of any equity securities covered by this Form 4.

F6 · ownership.direct: OCGH GP is managed by an executive committee consisting of Howard S. Marks, Bruce A. Karsh, Sheldon M. Stone, John B. Frank, and Jay S. Wintrob (the "OCGH GP Members"). In such capacity, the OCGH GP Members may be deemed to have indirect beneficial ownership of the Common Stock. Each OCGH GP Member expressly disclaims beneficial ownership of the Common Stock, except to the extent of his respective pecuniary interest therein, and the filing of this Form 4 shall not be construed as an admission that any such person is the beneficial owner of any equity securities covered by this Form 4.

F7 · ownership.direct: The Reporting Persons may be deemed directors by deputization by virtue of their right to designate representatives to be nominated by the Issuer to serve on the Issuer's board of directors.

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January 26, 2022 Filed Feb 10, 2022 13:35 UTC Runway Growth Finance Corp. RWAY · Entity 6030 PurchaseCommon Stock, par value $0.01 per share 20,000 $12.72 $254,412.00
Disclosure

SEC source: 0000899243-22-005532 · doc4.xml · nonDerivative · entry 3

OCM Growth Holdings LLC · CIK 0001693272 · Director · 10% owner

Brookfield US Holdings Inc. · CIK 0001504722 · 10% owner

Brookfield Holdings Canada Inc. · CIK 0001540230 · 10% owner

Brookfield US Inc. · CIK 0001768973 · 10% owner

Brookfield Public Securities Group Holdings LLC · CIK 0001909269 · 10% owner

Brookfield BHS Advisors LLC · CIK 0001760437 · 10% owner

Brookfield Multi-Strategy Fund GP LLC · CIK 0001909267 · 10% owner

Brookfield Multi-Strategy Master Fund LP · CIK 0001909657 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 20,352,008

F8 · balance_after: This transaction was effected pursuant to a Rule 10b-5 plan adopted by the Reporting Persons.

F2 · ownership.direct: OCM Growth Holdings, LLC, a Delaware limited liability company ("LLC")("OCMGH"), directly owns 20,277,008 shares of the common stock (the "Common Stock") of Runway Growth Finance Corp. ("Issuer"). Brookfield Multi-Strategy Master Fund LP, a Cayman Island exempted limited partnership ("Master Fund LP"), directly owns 75,000 shares of Common Stock of the Issuer. This Form 4 is being filed by (i) Oaktree Fund GP, LLC, a Delaware LLC ("GP LLC"), in its capacity as manager of OCMGH, (ii) Oaktree GP I, L.P., a Delaware limited partnership ("GP I LLC"), in its capacity as managing member of GP LLC, (iii) Oaktree Capital I, L.P., a Delaware limited partnership ("Capital I"), in its capacity as general partner of GP I, (iv) OCM Holdings I, LLC, a Delaware LLC ("Holdings I"), in its capacity as general partner of Capital I, (v) Oaktree Holdings, LLC, a Delaware LLC ("Holdings"),

F3 · ownership.direct: (Continued from Footnote 2) in its capacity as managing member of Holdings I; (vi) Oaktree Capital Group, LLC, a Delaware LLC ("OCG"), in its capacity as managing member of Holdings; and (vii) Oaktree Capital Group Holdings GP, LLC, a Delaware LLC ("OCGH GP"), in its capacity as the indirect owner of the class B units of OCG; (viii) Brookfield Multi-Strategy Fund GP LLC, a Delaware LLC ("Multi-Fund Strategy Fund GP"), in its capacity as general partner of Master Fund LP; (xi) Brookfield BHS Advisors, LLC, a Delaware LLC ("BHS Advisors"), in its capacity as investment manager to Master Fund LP; (x) Brookfield Public Securities Group Holdings LLC, a Delaware LLC ("Securities Group Holdings"), in its capacity as managing manager of BHS Advisors; (xi) Brookfield US Inc., a Delaware corporation ("Brookfield US"), in its capacity as managing member of Securities Group Holdings;

F4 · ownership.direct: (Continued from Footnote 3) (xii) Brookfield US Holdings Inc., a Canadian corporation ("Brookfield US Holdings"), in its capacity as the sole shareholder of Brookfield US; (xiii) Brookfield Holdings Canada Inc., a Canadian corporation ("Brookfield Holdings Canada"), in its capacity as the sole shareholder of Brookfield US Holdings; (xiv) Brookfield Asset Management Inc., a Canadian corporation ("BAM"), in its capacity as the indirect owner of the class A units of OCG and sole shareholder of Brookfield Holdings Canada; and (xv) BAM Partners Trust, a trust formed under the laws of Ontario, in its capacity as the sole owner of Class B Limited Voting Shares of BAM.

F5 · ownership.direct: Each Reporting Person disclaims beneficial ownership of all equity securities reported herein except to the extent of its respective pecuniary interest therein, and the filing of this Form 4 shall not be construed as an admission that any such Reporting Person is the beneficial owner of any equity securities covered by this Form 4.

F6 · ownership.direct: OCGH GP is managed by an executive committee consisting of Howard S. Marks, Bruce A. Karsh, Sheldon M. Stone, John B. Frank, and Jay S. Wintrob (the "OCGH GP Members"). In such capacity, the OCGH GP Members may be deemed to have indirect beneficial ownership of the Common Stock. Each OCGH GP Member expressly disclaims beneficial ownership of the Common Stock, except to the extent of his respective pecuniary interest therein, and the filing of this Form 4 shall not be construed as an admission that any such person is the beneficial owner of any equity securities covered by this Form 4.

F7 · ownership.direct: The Reporting Persons may be deemed directors by deputization by virtue of their right to designate representatives to be nominated by the Issuer to serve on the Issuer's board of directors.

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January 25, 2022 Filed Feb 10, 2022 13:35 UTC Runway Growth Finance Corp. RWAY · Entity 6030 PurchaseCommon Stock, par value $0.01 per share 19,488 $12.94 $252,151.33
Disclosure

SEC source: 0000899243-22-005532 · doc4.xml · nonDerivative · entry 2

OCM Growth Holdings LLC · CIK 0001693272 · Director · 10% owner

Brookfield US Holdings Inc. · CIK 0001504722 · 10% owner

Brookfield Holdings Canada Inc. · CIK 0001540230 · 10% owner

Brookfield US Inc. · CIK 0001768973 · 10% owner

Brookfield Public Securities Group Holdings LLC · CIK 0001909269 · 10% owner

Brookfield BHS Advisors LLC · CIK 0001760437 · 10% owner

Brookfield Multi-Strategy Fund GP LLC · CIK 0001909267 · 10% owner

Brookfield Multi-Strategy Master Fund LP · CIK 0001909657 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 20,332,008

F8 · balance_after: This transaction was effected pursuant to a Rule 10b-5 plan adopted by the Reporting Persons.

F2 · ownership.direct: OCM Growth Holdings, LLC, a Delaware limited liability company ("LLC")("OCMGH"), directly owns 20,277,008 shares of the common stock (the "Common Stock") of Runway Growth Finance Corp. ("Issuer"). Brookfield Multi-Strategy Master Fund LP, a Cayman Island exempted limited partnership ("Master Fund LP"), directly owns 75,000 shares of Common Stock of the Issuer. This Form 4 is being filed by (i) Oaktree Fund GP, LLC, a Delaware LLC ("GP LLC"), in its capacity as manager of OCMGH, (ii) Oaktree GP I, L.P., a Delaware limited partnership ("GP I LLC"), in its capacity as managing member of GP LLC, (iii) Oaktree Capital I, L.P., a Delaware limited partnership ("Capital I"), in its capacity as general partner of GP I, (iv) OCM Holdings I, LLC, a Delaware LLC ("Holdings I"), in its capacity as general partner of Capital I, (v) Oaktree Holdings, LLC, a Delaware LLC ("Holdings"),

F3 · ownership.direct: (Continued from Footnote 2) in its capacity as managing member of Holdings I; (vi) Oaktree Capital Group, LLC, a Delaware LLC ("OCG"), in its capacity as managing member of Holdings; and (vii) Oaktree Capital Group Holdings GP, LLC, a Delaware LLC ("OCGH GP"), in its capacity as the indirect owner of the class B units of OCG; (viii) Brookfield Multi-Strategy Fund GP LLC, a Delaware LLC ("Multi-Fund Strategy Fund GP"), in its capacity as general partner of Master Fund LP; (xi) Brookfield BHS Advisors, LLC, a Delaware LLC ("BHS Advisors"), in its capacity as investment manager to Master Fund LP; (x) Brookfield Public Securities Group Holdings LLC, a Delaware LLC ("Securities Group Holdings"), in its capacity as managing manager of BHS Advisors; (xi) Brookfield US Inc., a Delaware corporation ("Brookfield US"), in its capacity as managing member of Securities Group Holdings;

F4 · ownership.direct: (Continued from Footnote 3) (xii) Brookfield US Holdings Inc., a Canadian corporation ("Brookfield US Holdings"), in its capacity as the sole shareholder of Brookfield US; (xiii) Brookfield Holdings Canada Inc., a Canadian corporation ("Brookfield Holdings Canada"), in its capacity as the sole shareholder of Brookfield US Holdings; (xiv) Brookfield Asset Management Inc., a Canadian corporation ("BAM"), in its capacity as the indirect owner of the class A units of OCG and sole shareholder of Brookfield Holdings Canada; and (xv) BAM Partners Trust, a trust formed under the laws of Ontario, in its capacity as the sole owner of Class B Limited Voting Shares of BAM.

F5 · ownership.direct: Each Reporting Person disclaims beneficial ownership of all equity securities reported herein except to the extent of its respective pecuniary interest therein, and the filing of this Form 4 shall not be construed as an admission that any such Reporting Person is the beneficial owner of any equity securities covered by this Form 4.

F6 · ownership.direct: OCGH GP is managed by an executive committee consisting of Howard S. Marks, Bruce A. Karsh, Sheldon M. Stone, John B. Frank, and Jay S. Wintrob (the "OCGH GP Members"). In such capacity, the OCGH GP Members may be deemed to have indirect beneficial ownership of the Common Stock. Each OCGH GP Member expressly disclaims beneficial ownership of the Common Stock, except to the extent of his respective pecuniary interest therein, and the filing of this Form 4 shall not be construed as an admission that any such person is the beneficial owner of any equity securities covered by this Form 4.

F7 · ownership.direct: The Reporting Persons may be deemed directors by deputization by virtue of their right to designate representatives to be nominated by the Issuer to serve on the Issuer's board of directors.

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January 24, 2022 Filed Feb 10, 2022 13:35 UTC Runway Growth Finance Corp. RWAY · Entity 6030 PurchaseCommon Stock, par value $0.01 per share 19,840 $13.13 $260,544.83
Disclosure

SEC source: 0000899243-22-005532 · doc4.xml · nonDerivative · entry 1

OCM Growth Holdings LLC · CIK 0001693272 · Director · 10% owner

Brookfield US Holdings Inc. · CIK 0001504722 · 10% owner

Brookfield Holdings Canada Inc. · CIK 0001540230 · 10% owner

Brookfield US Inc. · CIK 0001768973 · 10% owner

Brookfield Public Securities Group Holdings LLC · CIK 0001909269 · 10% owner

Brookfield BHS Advisors LLC · CIK 0001760437 · 10% owner

Brookfield Multi-Strategy Fund GP LLC · CIK 0001909267 · 10% owner

Brookfield Multi-Strategy Master Fund LP · CIK 0001909657 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 20,312,520

F1 · balance_after: Includes shares acquired pursuant to the issuer's dividend reinvestment plan.

F8 · balance_after: This transaction was effected pursuant to a Rule 10b-5 plan adopted by the Reporting Persons.

F2 · ownership.direct: OCM Growth Holdings, LLC, a Delaware limited liability company ("LLC")("OCMGH"), directly owns 20,277,008 shares of the common stock (the "Common Stock") of Runway Growth Finance Corp. ("Issuer"). Brookfield Multi-Strategy Master Fund LP, a Cayman Island exempted limited partnership ("Master Fund LP"), directly owns 75,000 shares of Common Stock of the Issuer. This Form 4 is being filed by (i) Oaktree Fund GP, LLC, a Delaware LLC ("GP LLC"), in its capacity as manager of OCMGH, (ii) Oaktree GP I, L.P., a Delaware limited partnership ("GP I LLC"), in its capacity as managing member of GP LLC, (iii) Oaktree Capital I, L.P., a Delaware limited partnership ("Capital I"), in its capacity as general partner of GP I, (iv) OCM Holdings I, LLC, a Delaware LLC ("Holdings I"), in its capacity as general partner of Capital I, (v) Oaktree Holdings, LLC, a Delaware LLC ("Holdings"),

F3 · ownership.direct: (Continued from Footnote 2) in its capacity as managing member of Holdings I; (vi) Oaktree Capital Group, LLC, a Delaware LLC ("OCG"), in its capacity as managing member of Holdings; and (vii) Oaktree Capital Group Holdings GP, LLC, a Delaware LLC ("OCGH GP"), in its capacity as the indirect owner of the class B units of OCG; (viii) Brookfield Multi-Strategy Fund GP LLC, a Delaware LLC ("Multi-Fund Strategy Fund GP"), in its capacity as general partner of Master Fund LP; (xi) Brookfield BHS Advisors, LLC, a Delaware LLC ("BHS Advisors"), in its capacity as investment manager to Master Fund LP; (x) Brookfield Public Securities Group Holdings LLC, a Delaware LLC ("Securities Group Holdings"), in its capacity as managing manager of BHS Advisors; (xi) Brookfield US Inc., a Delaware corporation ("Brookfield US"), in its capacity as managing member of Securities Group Holdings;

F4 · ownership.direct: (Continued from Footnote 3) (xii) Brookfield US Holdings Inc., a Canadian corporation ("Brookfield US Holdings"), in its capacity as the sole shareholder of Brookfield US; (xiii) Brookfield Holdings Canada Inc., a Canadian corporation ("Brookfield Holdings Canada"), in its capacity as the sole shareholder of Brookfield US Holdings; (xiv) Brookfield Asset Management Inc., a Canadian corporation ("BAM"), in its capacity as the indirect owner of the class A units of OCG and sole shareholder of Brookfield Holdings Canada; and (xv) BAM Partners Trust, a trust formed under the laws of Ontario, in its capacity as the sole owner of Class B Limited Voting Shares of BAM.

F5 · ownership.direct: Each Reporting Person disclaims beneficial ownership of all equity securities reported herein except to the extent of its respective pecuniary interest therein, and the filing of this Form 4 shall not be construed as an admission that any such Reporting Person is the beneficial owner of any equity securities covered by this Form 4.

F6 · ownership.direct: OCGH GP is managed by an executive committee consisting of Howard S. Marks, Bruce A. Karsh, Sheldon M. Stone, John B. Frank, and Jay S. Wintrob (the "OCGH GP Members"). In such capacity, the OCGH GP Members may be deemed to have indirect beneficial ownership of the Common Stock. Each OCGH GP Member expressly disclaims beneficial ownership of the Common Stock, except to the extent of his respective pecuniary interest therein, and the filing of this Form 4 shall not be construed as an admission that any such person is the beneficial owner of any equity securities covered by this Form 4.

F7 · ownership.direct: The Reporting Persons may be deemed directors by deputization by virtue of their right to designate representatives to be nominated by the Issuer to serve on the Issuer's board of directors.

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June 30, 2021 Filed Jul 1, 2021 14:01 UTC Hospitality Investors Trust, Inc. NONE · Entity 137144 Disposition to issuerClass C Units · Derivative 30,858,434.61 Not disclosed Not disclosed
Disclosure

SEC source: 0001140361-21-023079 · form4.xml · derivative · entry 2

BROOKFIELD ASSET MANAGEMENT INC. · CIK 0001001085 · Director · 10% owner

BAM Partners Trust · CIK 0001861643 · Director · 10% owner

Brookfield Holdings Canada Inc. · CIK 0001540230 · Director · 10% owner

Brookfield US Holdings Inc. · CIK 0001504722 · Director · 10% owner

BUSC Finance LLC · CIK 0001702556 · Director · 10% owner

Brookfield Property Group LLC · CIK 0001680278 · Director · 10% owner

Brookfield Strategic Real Estate Partners II GP of GP LLC · CIK 0001702615 · Director · 10% owner

Brookfield Strategic Real Estate Partners II GP L.P · CIK 0001702617 · Director · 10% owner

Brookfield Strategic Real Estate Partners II Hospitality REIT II LLC · CIK 0001702614 · Director · 10% owner

Brookfield US Inc. · CIK 0001768973 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Explanatory Responses

Disclosed balance after: 0

Underlying: OP Units · 30,858,434.61 shares

Expires not disclosed

F1 · derivative.exercise_price: In connection with consummation of the Issuer's Joint Prepackaged Chapter 11 Plan of Reorganization (the "Plan") the Class C Units held by the Reporting Persons were cancelled in exchange for 39,070,509.06 of common stock of the Issuer issued to Brookfield Strategic Real Estate Partners II Hospitality REIT II LLC ("BSREP II") and 12,115.61 shares of common stock of the Issuer issued to Hospitality II TRS LLC, a wholly-owned subsidiary of BSREP II. The Issuer is now a wholly-owned subsidiary of BSREP II.

F1 · kind: In connection with consummation of the Issuer's Joint Prepackaged Chapter 11 Plan of Reorganization (the "Plan") the Class C Units held by the Reporting Persons were cancelled in exchange for 39,070,509.06 of common stock of the Issuer issued to Brookfield Strategic Real Estate Partners II Hospitality REIT II LLC ("BSREP II") and 12,115.61 shares of common stock of the Issuer issued to Hospitality II TRS LLC, a wholly-owned subsidiary of BSREP II. The Issuer is now a wholly-owned subsidiary of BSREP II.

F1 · price: In connection with consummation of the Issuer's Joint Prepackaged Chapter 11 Plan of Reorganization (the "Plan") the Class C Units held by the Reporting Persons were cancelled in exchange for 39,070,509.06 of common stock of the Issuer issued to Brookfield Strategic Real Estate Partners II Hospitality REIT II LLC ("BSREP II") and 12,115.61 shares of common stock of the Issuer issued to Hospitality II TRS LLC, a wholly-owned subsidiary of BSREP II. The Issuer is now a wholly-owned subsidiary of BSREP II.

F1 · derivative.exercise_date: In connection with consummation of the Issuer's Joint Prepackaged Chapter 11 Plan of Reorganization (the "Plan") the Class C Units held by the Reporting Persons were cancelled in exchange for 39,070,509.06 of common stock of the Issuer issued to Brookfield Strategic Real Estate Partners II Hospitality REIT II LLC ("BSREP II") and 12,115.61 shares of common stock of the Issuer issued to Hospitality II TRS LLC, a wholly-owned subsidiary of BSREP II. The Issuer is now a wholly-owned subsidiary of BSREP II.

F1 · derivative.expiration_date: In connection with consummation of the Issuer's Joint Prepackaged Chapter 11 Plan of Reorganization (the "Plan") the Class C Units held by the Reporting Persons were cancelled in exchange for 39,070,509.06 of common stock of the Issuer issued to Brookfield Strategic Real Estate Partners II Hospitality REIT II LLC ("BSREP II") and 12,115.61 shares of common stock of the Issuer issued to Hospitality II TRS LLC, a wholly-owned subsidiary of BSREP II. The Issuer is now a wholly-owned subsidiary of BSREP II.

F2 · ownership.nature: This Form 4 is being jointly filed by and on behalf of each of the following persons (each, a "Reporting Person"): (i) Brookfield Asset Management Inc., a corporation formed under the laws of Ontario, Canada ("BAM"); (ii) BAM Partners Trust, a trust formed under the laws of Ontario, Canada ("BAM Partnership"); (iii) Brookfield Holdings Canada Inc., a corporation formed under the laws of Ontario, Canada ("BHC"); (iv) Brookfield US Holdings Inc., a corporation formed under the laws of Ontario, Canada ("BUSHI"); (v) Brookfield US Inc., a Delaware corporation ("BUSI"); (vi) BUSC Finance LLC, a Delaware limited liability company ("BUSC Finance"); (vii) Brookfield Property Master Holdings LLC, a Delaware limited liability company ("BPMH"); (continued in footnote 3)

F3 · ownership.nature: (continued from footnote 2) (viii) Brookfield Property Group LLC, a Delaware limited liability company ("BPG"); (ix) Brookfield Strategic Real Estate Partners II GP OF GP LLC, a Delaware limited liability company ("BSREP II GP of GP"); (x) Brookfield Strategic Real Estate Partners II GP L.P., a Delaware limited partnership ("BSREP II GP"); and (xi) BSREP II.

F4 · ownership.nature: Each of the Reporting Persons may be deemed to beneficially own the securities of the Issuer beneficially owned by the Reporting Persons directly or indirectly controlled by it, but each disclaims beneficial ownership of such securities, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934, or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein.

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June 30, 2021 Filed Jul 1, 2021 14:01 UTC Hospitality Investors Trust, Inc. NONE · Entity 137144 GrantCommon Stock 39,082,624.67 Not disclosed Not disclosed
Disclosure

SEC source: 0001140361-21-023079 · form4.xml · nonDerivative · entry 1

BROOKFIELD ASSET MANAGEMENT INC. · CIK 0001001085 · Director · 10% owner

BAM Partners Trust · CIK 0001861643 · Director · 10% owner

Brookfield Holdings Canada Inc. · CIK 0001540230 · Director · 10% owner

Brookfield US Holdings Inc. · CIK 0001504722 · Director · 10% owner

BUSC Finance LLC · CIK 0001702556 · Director · 10% owner

Brookfield Property Group LLC · CIK 0001680278 · Director · 10% owner

Brookfield Strategic Real Estate Partners II GP of GP LLC · CIK 0001702615 · Director · 10% owner

Brookfield Strategic Real Estate Partners II GP L.P · CIK 0001702617 · Director · 10% owner

Brookfield Strategic Real Estate Partners II Hospitality REIT II LLC · CIK 0001702614 · Director · 10% owner

Brookfield US Inc. · CIK 0001768973 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Explanatory Responses

Disclosed balance after: 39,082,624.67

F1 · kind: In connection with consummation of the Issuer's Joint Prepackaged Chapter 11 Plan of Reorganization (the "Plan") the Class C Units held by the Reporting Persons were cancelled in exchange for 39,070,509.06 of common stock of the Issuer issued to Brookfield Strategic Real Estate Partners II Hospitality REIT II LLC ("BSREP II") and 12,115.61 shares of common stock of the Issuer issued to Hospitality II TRS LLC, a wholly-owned subsidiary of BSREP II. The Issuer is now a wholly-owned subsidiary of BSREP II.

F1 · price: In connection with consummation of the Issuer's Joint Prepackaged Chapter 11 Plan of Reorganization (the "Plan") the Class C Units held by the Reporting Persons were cancelled in exchange for 39,070,509.06 of common stock of the Issuer issued to Brookfield Strategic Real Estate Partners II Hospitality REIT II LLC ("BSREP II") and 12,115.61 shares of common stock of the Issuer issued to Hospitality II TRS LLC, a wholly-owned subsidiary of BSREP II. The Issuer is now a wholly-owned subsidiary of BSREP II.

F2 · ownership.nature: This Form 4 is being jointly filed by and on behalf of each of the following persons (each, a "Reporting Person"): (i) Brookfield Asset Management Inc., a corporation formed under the laws of Ontario, Canada ("BAM"); (ii) BAM Partners Trust, a trust formed under the laws of Ontario, Canada ("BAM Partnership"); (iii) Brookfield Holdings Canada Inc., a corporation formed under the laws of Ontario, Canada ("BHC"); (iv) Brookfield US Holdings Inc., a corporation formed under the laws of Ontario, Canada ("BUSHI"); (v) Brookfield US Inc., a Delaware corporation ("BUSI"); (vi) BUSC Finance LLC, a Delaware limited liability company ("BUSC Finance"); (vii) Brookfield Property Master Holdings LLC, a Delaware limited liability company ("BPMH"); (continued in footnote 3)

F3 · ownership.nature: (continued from footnote 2) (viii) Brookfield Property Group LLC, a Delaware limited liability company ("BPG"); (ix) Brookfield Strategic Real Estate Partners II GP OF GP LLC, a Delaware limited liability company ("BSREP II GP of GP"); (x) Brookfield Strategic Real Estate Partners II GP L.P., a Delaware limited partnership ("BSREP II GP"); and (xi) BSREP II.

F4 · ownership.nature: Each of the Reporting Persons may be deemed to beneficially own the securities of the Issuer beneficially owned by the Reporting Persons directly or indirectly controlled by it, but each disclaims beneficial ownership of such securities, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934, or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein.

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March 31, 2021 Filed Mar 31, 2021 20:20 UTC Hospitality Investors Trust, Inc. NONE · Entity 137144 OtherClass C Units · Derivative 935,104.08 $0.00 $0.00
Disclosure

SEC source: 0001140361-21-011046 · form4.xml · derivative · entry 1

BROOKFIELD ASSET MANAGEMENT INC. · CIK 0001001085 · Director · 10% owner

Partners Ltd · CIK 0001540229 · Director · 10% owner

Brookfield Holdings Canada Inc. · CIK 0001540230 · Director · 10% owner

Brookfield US Holdings Inc. · CIK 0001504722 · Director · 10% owner

BUSC Finance LLC · CIK 0001702556 · Director · 10% owner

Brookfield Property Group LLC · CIK 0001680278 · Director · 10% owner

Brookfield Strategic Real Estate Partners II GP of GP LLC · CIK 0001702615 · Director · 10% owner

Brookfield Strategic Real Estate Partners II GP L.P · CIK 0001702617 · Director · 10% owner

Brookfield Strategic Real Estate Partners II Hospitality REIT II LLC · CIK 0001702614 · Director · 10% owner

Brookfield US Inc. · CIK 0001768973 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Explanatory Responses

Disclosed balance after: 30,858,434.61

Underlying: OP Units · 935,104.08 shares

Expires not disclosed

F5 · derivative.exercise_price: Class C Units of OpCo generally are convertible into units of limited partnership interests in OpCo entitled "OP Units" ("OP Units") at any time at the option of BSREP II at an initial conversion price of $14.75, subject to customary antidilution adjustments upon the occurrence of certain events and transactions. OP Units, in turn, generally are redeemable for shares of the Issuer's Common Stock on a one-for-one-basis or the cash value of a corresponding number of shares of Common Stock, at the election of the Issuer, in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo. Neither the Class C Units nor OP Units has an expiration date.

F1 · kind: On March 31, 2021, Brookfield Strategic Real Estate Partners II Hospitality REIT II LLC, a Delaware limited liability company ("BSREP II"), received 935,104.08 units of limited partnership interests entitled "Class C Units" (the "Class C Units") in Hospitality Investors Trust Operating Partnership, L.P. ("OpCo") as a payment-in-kind dividend on 29,923,330.53 Class C Units (adjusted by .01 unit due to rounding) owned by BSREP II at the time of the dividend payment date in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo filed as Exhibit 4.2 to Hospitality Investors Trust, Inc.'s (the "Issuer") Current Report on Form 8-K filed on March 31, 2017. As a result of the foregoing transaction, BSREP II owns 30,858,434.61 Class C Units (adjusted by .01 unit due to rounding).

F5 · derivative.expiration_date: Class C Units of OpCo generally are convertible into units of limited partnership interests in OpCo entitled "OP Units" ("OP Units") at any time at the option of BSREP II at an initial conversion price of $14.75, subject to customary antidilution adjustments upon the occurrence of certain events and transactions. OP Units, in turn, generally are redeemable for shares of the Issuer's Common Stock on a one-for-one-basis or the cash value of a corresponding number of shares of Common Stock, at the election of the Issuer, in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo. Neither the Class C Units nor OP Units has an expiration date.

F5 · derivative.underlying: Class C Units of OpCo generally are convertible into units of limited partnership interests in OpCo entitled "OP Units" ("OP Units") at any time at the option of BSREP II at an initial conversion price of $14.75, subject to customary antidilution adjustments upon the occurrence of certain events and transactions. OP Units, in turn, generally are redeemable for shares of the Issuer's Common Stock on a one-for-one-basis or the cash value of a corresponding number of shares of Common Stock, at the election of the Issuer, in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo. Neither the Class C Units nor OP Units has an expiration date.

F1 · balance_after: On March 31, 2021, Brookfield Strategic Real Estate Partners II Hospitality REIT II LLC, a Delaware limited liability company ("BSREP II"), received 935,104.08 units of limited partnership interests entitled "Class C Units" (the "Class C Units") in Hospitality Investors Trust Operating Partnership, L.P. ("OpCo") as a payment-in-kind dividend on 29,923,330.53 Class C Units (adjusted by .01 unit due to rounding) owned by BSREP II at the time of the dividend payment date in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo filed as Exhibit 4.2 to Hospitality Investors Trust, Inc.'s (the "Issuer") Current Report on Form 8-K filed on March 31, 2017. As a result of the foregoing transaction, BSREP II owns 30,858,434.61 Class C Units (adjusted by .01 unit due to rounding).

F1 · ownership.nature: On March 31, 2021, Brookfield Strategic Real Estate Partners II Hospitality REIT II LLC, a Delaware limited liability company ("BSREP II"), received 935,104.08 units of limited partnership interests entitled "Class C Units" (the "Class C Units") in Hospitality Investors Trust Operating Partnership, L.P. ("OpCo") as a payment-in-kind dividend on 29,923,330.53 Class C Units (adjusted by .01 unit due to rounding) owned by BSREP II at the time of the dividend payment date in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo filed as Exhibit 4.2 to Hospitality Investors Trust, Inc.'s (the "Issuer") Current Report on Form 8-K filed on March 31, 2017. As a result of the foregoing transaction, BSREP II owns 30,858,434.61 Class C Units (adjusted by .01 unit due to rounding).

F2 · ownership.nature: This Form 4 is being jointly filed by and on behalf of each of the following persons (each, a "Reporting Person"): (i) Brookfield Asset Management Inc., a corporation formed under the laws of Ontario, Canada ("BAM"); (ii) Partners Limited, a corporation formed under the laws of Ontario, Canada ("Partners Limited"); (iii) Brookfield Holdings Canada Inc., a corporation formed under the laws of Ontario, Canada ("BHC"); (iv) Brookfield US Holdings Inc., a corporation formed under the laws of Ontario, Canada ("BUSHI"); (v) Brookfield US Inc., a Delaware corporation ("BUSI"); (vi) BUSC Finance LLC, a Delaware limited liability company ("BUSC Finance"); (vii) Brookfield Property Master Holdings LLC, a Delaware limited liability company ("BPMH"); (continued in footnote 3)

F3 · ownership.nature: (continued from footnote 2) (viii) Brookfield Property Group LLC, a Delaware limited liability company ("BPG"); (ix) Brookfield Strategic Real Estate Partners II GP OF GP LLC, a Delaware limited liability company ("BSREP II GP of GP"); (x) Brookfield Strategic Real Estate Partners II GP L.P., a Delaware limited partnership ("BSREP II GP"); and (xi) BSREP II, which directly holds 30,858,434.61 Class C Units of OpCo (adjusted by .01 unit due to rounding) and owns 37,620 shares of the Issuer's common stock, par value $0.01 (the "Common Stock"), 11,976 shares of which are subject to forfeiture in respect of Lowell Baron's and Bruce Wiles's service as directors of the Issuer, through its wholly owned subsidiary BSREP II Hospitality II Board LLC, a Delaware limited liability company.

F4 · ownership.nature: Each of the Reporting Persons may be deemed to beneficially own the securities of the Issuer beneficially owned by the Reporting Persons directly or indirectly controlled by it, but each disclaims beneficial ownership of such securities, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934, or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein.

F5 · ownership.nature: Class C Units of OpCo generally are convertible into units of limited partnership interests in OpCo entitled "OP Units" ("OP Units") at any time at the option of BSREP II at an initial conversion price of $14.75, subject to customary antidilution adjustments upon the occurrence of certain events and transactions. OP Units, in turn, generally are redeemable for shares of the Issuer's Common Stock on a one-for-one-basis or the cash value of a corresponding number of shares of Common Stock, at the election of the Issuer, in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo. Neither the Class C Units nor OP Units has an expiration date.

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December 31, 2020 Filed Jan 5, 2021 21:31 UTC Hospitality Investors Trust, Inc. NONE · Entity 137144 OtherClass C Units · Derivative 926,294.22 $0.00 $0.00
Disclosure

SEC source: 0001140361-21-000199 · form4.xml · derivative · entry 1

BROOKFIELD ASSET MANAGEMENT INC. · CIK 0001001085 · Director · 10% owner

Partners Ltd · CIK 0001540229 · Director · 10% owner

Brookfield Holdings Canada Inc. · CIK 0001540230 · Director · 10% owner

Brookfield US Holdings Inc. · CIK 0001504722 · Director · 10% owner

BUSC Finance LLC · CIK 0001702556 · Director · 10% owner

Brookfield Property Group LLC · CIK 0001680278 · Director · 10% owner

Brookfield Strategic Real Estate Partners II GP of GP LLC · CIK 0001702615 · Director · 10% owner

Brookfield Strategic Real Estate Partners II GP L.P · CIK 0001702617 · Director · 10% owner

Brookfield Strategic Real Estate Partners II Hospitality REIT II LLC · CIK 0001702614 · Director · 10% owner

Brookfield US Inc. · CIK 0001768973 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Explanatory Responses

Disclosed balance after: 29,923,330.53

Underlying: OP Units · 926,294.22 shares

Expires not disclosed

F5 · derivative.exercise_price: Class C Units of OpCo generally are convertible into units of limited partnership interests in OpCo entitled "OP Units" ("OP Units") at any time at the option of BSREP II at an initial conversion price of $14.75, subject to customary antidilution adjustments upon the occurrence of certain events and transactions. OP Units, in turn, generally are redeemable for shares of the Issuer's Common Stock on a one-for-one-basis or the cash value of a corresponding number of shares of Common Stock, at the election of the Issuer, in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo. Neither the Class C Units nor OP Units has an expiration date.

F1 · kind: On December 31, 2020, Brookfield Strategic Real Estate Partners II Hospitality REIT II LLC, a Delaware limited liability company ("BSREP II"), received 926,294.22 units of limited partnership interests entitled "Class C Units" (the "Class C Units") in Hospitality Investors Trust Operating Partnership, L.P. ("OpCo") as a payment-in-kind dividend on 28,997,036.31 Class C Units (adjusted by .01 unit due to rounding) owned by BSREP II at the time of the dividend payment date in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo filed as Exhibit 4.2 to Hospitality Investors Trust, Inc.'s (the "Issuer") Current Report on Form 8-K filed on March 31, 2017. As a result of the foregoing transaction, BSREP II owns 29,923,330.53 Class C Units (adjusted by .01 unit due to rounding).

F5 · derivative.expiration_date: Class C Units of OpCo generally are convertible into units of limited partnership interests in OpCo entitled "OP Units" ("OP Units") at any time at the option of BSREP II at an initial conversion price of $14.75, subject to customary antidilution adjustments upon the occurrence of certain events and transactions. OP Units, in turn, generally are redeemable for shares of the Issuer's Common Stock on a one-for-one-basis or the cash value of a corresponding number of shares of Common Stock, at the election of the Issuer, in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo. Neither the Class C Units nor OP Units has an expiration date.

F5 · derivative.underlying: Class C Units of OpCo generally are convertible into units of limited partnership interests in OpCo entitled "OP Units" ("OP Units") at any time at the option of BSREP II at an initial conversion price of $14.75, subject to customary antidilution adjustments upon the occurrence of certain events and transactions. OP Units, in turn, generally are redeemable for shares of the Issuer's Common Stock on a one-for-one-basis or the cash value of a corresponding number of shares of Common Stock, at the election of the Issuer, in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo. Neither the Class C Units nor OP Units has an expiration date.

F1 · balance_after: On December 31, 2020, Brookfield Strategic Real Estate Partners II Hospitality REIT II LLC, a Delaware limited liability company ("BSREP II"), received 926,294.22 units of limited partnership interests entitled "Class C Units" (the "Class C Units") in Hospitality Investors Trust Operating Partnership, L.P. ("OpCo") as a payment-in-kind dividend on 28,997,036.31 Class C Units (adjusted by .01 unit due to rounding) owned by BSREP II at the time of the dividend payment date in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo filed as Exhibit 4.2 to Hospitality Investors Trust, Inc.'s (the "Issuer") Current Report on Form 8-K filed on March 31, 2017. As a result of the foregoing transaction, BSREP II owns 29,923,330.53 Class C Units (adjusted by .01 unit due to rounding).

F1 · ownership.nature: On December 31, 2020, Brookfield Strategic Real Estate Partners II Hospitality REIT II LLC, a Delaware limited liability company ("BSREP II"), received 926,294.22 units of limited partnership interests entitled "Class C Units" (the "Class C Units") in Hospitality Investors Trust Operating Partnership, L.P. ("OpCo") as a payment-in-kind dividend on 28,997,036.31 Class C Units (adjusted by .01 unit due to rounding) owned by BSREP II at the time of the dividend payment date in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo filed as Exhibit 4.2 to Hospitality Investors Trust, Inc.'s (the "Issuer") Current Report on Form 8-K filed on March 31, 2017. As a result of the foregoing transaction, BSREP II owns 29,923,330.53 Class C Units (adjusted by .01 unit due to rounding).

F2 · ownership.nature: This Form 4 is being jointly filed by and on behalf of each of the following persons (each, a "Reporting Person"): (i) Brookfield Asset Management Inc., a corporation formed under the laws of Ontario, Canada ("BAM"); (ii) Partners Limited, a corporation formed under the laws of Ontario, Canada ("Partners Limited"); (iii) Brookfield Holdings Canada Inc., a corporation formed under the laws of Ontario, Canada ("BHC"); (iv) Brookfield US Holdings Inc., a corporation formed under the laws of Ontario, Canada ("BUSHI"); (v) Brookfield US Inc., a Delaware corporation ("BUSI"); (vi) BUSC Finance LLC, a Delaware limited liability company ("BUSC Finance"); (vii) Brookfield Property Master Holdings LLC, a Delaware limited liability company ("BPMH"); (continued in footnote 3)

F3 · ownership.nature: (continued from footnote 2) (viii) Brookfield Property Group LLC, a Delaware limited liability company ("BPG"); (ix) Brookfield Strategic Real Estate Partners II GP OF GP LLC, a Delaware limited liability company ("BSREP II GP of GP"); (x) Brookfield Strategic Real Estate Partners II GP L.P., a Delaware limited partnership ("BSREP II GP"); and (xi) BSREP II, which directly holds 29,923,330.53 Class C Units of OpCo (adjusted by .01 unit due to rounding) and owns 37,620 shares of the Issuer's common stock, par value $0.01 (the "Common Stock"), 11,976 shares of which are subject to forfeiture in respect of Lowell Baron's and Bruce Wiles's service as directors of the Issuer, through its wholly owned subsidiary BSREP II Hospitality II Board LLC, a Delaware limited liability company.

F4 · ownership.nature: Each of the Reporting Persons may be deemed to beneficially own the securities of the Issuer beneficially owned by the Reporting Persons directly or indirectly controlled by it, but each disclaims beneficial ownership of such securities, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934, or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein.

F5 · ownership.nature: Class C Units of OpCo generally are convertible into units of limited partnership interests in OpCo entitled "OP Units" ("OP Units") at any time at the option of BSREP II at an initial conversion price of $14.75, subject to customary antidilution adjustments upon the occurrence of certain events and transactions. OP Units, in turn, generally are redeemable for shares of the Issuer's Common Stock on a one-for-one-basis or the cash value of a corresponding number of shares of Common Stock, at the election of the Issuer, in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo. Neither the Class C Units nor OP Units has an expiration date.

Read SEC document
September 30, 2020 Filed Oct 2, 2020 20:44 UTC Hospitality Investors Trust, Inc. NONE · Entity 137144 OtherClass C Units · Derivative 365,843.03 $0.00 $0.00
Disclosure

SEC source: 0001140361-20-022298 · form4.xml · derivative · entry 1

BROOKFIELD ASSET MANAGEMENT INC. · CIK 0001001085 · Director · 10% owner

Partners Ltd · CIK 0001540229 · Director · 10% owner

Brookfield Holdings Canada Inc. · CIK 0001540230 · Director · 10% owner

Brookfield US Holdings Inc. · CIK 0001504722 · Director · 10% owner

BUSC Finance LLC · CIK 0001702556 · Director · 10% owner

Brookfield Property Group LLC · CIK 0001680278 · Director · 10% owner

Brookfield Strategic Real Estate Partners II GP of GP LLC · CIK 0001702615 · Director · 10% owner

Brookfield Strategic Real Estate Partners II GP L.P · CIK 0001702617 · Director · 10% owner

Brookfield Strategic Real Estate Partners II Hospitality REIT II LLC · CIK 0001702614 · Director · 10% owner

Brookfield US Inc. · CIK 0001768973 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Explanatory Responses

Disclosed balance after: 28,997,036.31

Underlying: OP Units · 365,843.03 shares

Expires not disclosed

F5 · derivative.exercise_price: Class C Units of OpCo generally are convertible into units of limited partnership interests in OpCo entitled "OP Units" ("OP Units") at any time at the option of BSREP II at an initial conversion price of $14.75, subject to customary antidilution adjustments upon the occurrence of certain events and transactions. OP Units, in turn, generally are redeemable for shares of the Issuer's Common Stock on a one-for-one-basis or the cash value of a corresponding number of shares of Common Stock, at the election of the Issuer, in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo. Neither the Class C Units nor OP Units has an expiration date.

F1 · kind: On September 30, 2020, Brookfield Strategic Real Estate Partners II Hospitality REIT II LLC, a Delaware limited liability company ("BSREP II"), received 365,843.03 units of limited partnership interests entitled "Class C Units" (the "Class C Units") in Hospitality Investors Trust Operating Partnership, L.P. ("OpCo") as a payment-in-kind dividend on 28,631,193.29 Class C Units (adjusted by .01 unit due to rounding) owned by BSREP II at the time of the dividend payment date in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo filed as Exhibit 4.2 to Hospitality Investors Trust, Inc.'s (the "Issuer") Current Report on Form 8-K filed on March 31, 2017. As a result of the foregoing transaction, BSREP II owns 28,997,036.31 Class C Units (adjusted by .01 unit due to rounding).

F5 · derivative.expiration_date: Class C Units of OpCo generally are convertible into units of limited partnership interests in OpCo entitled "OP Units" ("OP Units") at any time at the option of BSREP II at an initial conversion price of $14.75, subject to customary antidilution adjustments upon the occurrence of certain events and transactions. OP Units, in turn, generally are redeemable for shares of the Issuer's Common Stock on a one-for-one-basis or the cash value of a corresponding number of shares of Common Stock, at the election of the Issuer, in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo. Neither the Class C Units nor OP Units has an expiration date.

F5 · derivative.underlying: Class C Units of OpCo generally are convertible into units of limited partnership interests in OpCo entitled "OP Units" ("OP Units") at any time at the option of BSREP II at an initial conversion price of $14.75, subject to customary antidilution adjustments upon the occurrence of certain events and transactions. OP Units, in turn, generally are redeemable for shares of the Issuer's Common Stock on a one-for-one-basis or the cash value of a corresponding number of shares of Common Stock, at the election of the Issuer, in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo. Neither the Class C Units nor OP Units has an expiration date.

F1 · balance_after: On September 30, 2020, Brookfield Strategic Real Estate Partners II Hospitality REIT II LLC, a Delaware limited liability company ("BSREP II"), received 365,843.03 units of limited partnership interests entitled "Class C Units" (the "Class C Units") in Hospitality Investors Trust Operating Partnership, L.P. ("OpCo") as a payment-in-kind dividend on 28,631,193.29 Class C Units (adjusted by .01 unit due to rounding) owned by BSREP II at the time of the dividend payment date in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo filed as Exhibit 4.2 to Hospitality Investors Trust, Inc.'s (the "Issuer") Current Report on Form 8-K filed on March 31, 2017. As a result of the foregoing transaction, BSREP II owns 28,997,036.31 Class C Units (adjusted by .01 unit due to rounding).

F1 · ownership.nature: On September 30, 2020, Brookfield Strategic Real Estate Partners II Hospitality REIT II LLC, a Delaware limited liability company ("BSREP II"), received 365,843.03 units of limited partnership interests entitled "Class C Units" (the "Class C Units") in Hospitality Investors Trust Operating Partnership, L.P. ("OpCo") as a payment-in-kind dividend on 28,631,193.29 Class C Units (adjusted by .01 unit due to rounding) owned by BSREP II at the time of the dividend payment date in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo filed as Exhibit 4.2 to Hospitality Investors Trust, Inc.'s (the "Issuer") Current Report on Form 8-K filed on March 31, 2017. As a result of the foregoing transaction, BSREP II owns 28,997,036.31 Class C Units (adjusted by .01 unit due to rounding).

F2 · ownership.nature: This Form 4 is being jointly filed by and on behalf of each of the following persons (each, a "Reporting Person"): (i) Brookfield Asset Management Inc., a corporation formed under the laws of Ontario, Canada ("BAM"); (ii) Partners Limited, a corporation formed under the laws of Ontario, Canada ("Partners Limited"); (iii) Brookfield Holdings Canada Inc., a corporation formed under the laws of Ontario, Canada ("BHC"); (iv) Brookfield US Holdings Inc., a corporation formed under the laws of Ontario, Canada ("BUSHI"); (v) Brookfield US Inc., a Delaware corporation ("BUSI"); (vi) BUSC Finance LLC, a Delaware limited liability company ("BUSC Finance"); (vii) Brookfield Property Master Holdings LLC, a Delaware limited liability company ("BPMH"); (continued in footnote 3)

F3 · ownership.nature: (continued from footnote 2) (viii) Brookfield Property Group LLC, a Delaware limited liability company ("BPG"); (ix) Brookfield Strategic Real Estate Partners II GP OF GP LLC, a Delaware limited liability company ("BSREP II GP of GP"); (x) Brookfield Strategic Real Estate Partners II GP L.P., a Delaware limited partnership ("BSREP II GP"); and (xi) BSREP II, which directly holds 28,997,036.31 Class C Units of OpCo (adjusted by .01 unit due to rounding) and owns 37,620 shares of the Issuer's common stock, par value $0.01 (the "Common Stock"), 11,976 shares of which are subject to forfeiture in respect of Lowell Baron's and Bruce Wiles's service as directors of the Issuer, through its wholly owned subsidiary BSREP II Hospitality II Board LLC, a Delaware limited liability company.

F4 · ownership.nature: Each of the Reporting Persons may be deemed to beneficially own the securities of the Issuer beneficially owned by the Reporting Persons directly or indirectly controlled by it, but each disclaims beneficial ownership of such securities, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934, or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein.

F5 · ownership.nature: Class C Units of OpCo generally are convertible into units of limited partnership interests in OpCo entitled "OP Units" ("OP Units") at any time at the option of BSREP II at an initial conversion price of $14.75, subject to customary antidilution adjustments upon the occurrence of certain events and transactions. OP Units, in turn, generally are redeemable for shares of the Issuer's Common Stock on a one-for-one-basis or the cash value of a corresponding number of shares of Common Stock, at the election of the Issuer, in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo. Neither the Class C Units nor OP Units has an expiration date.

Read SEC document
July 01, 2020 Filed Jul 2, 2020 17:49 UTC Hospitality Investors Trust, Inc. NONE · Entity 137144 GrantCommon Stock, par value $0.01 11,976 $0.00 $0.00
Disclosure

SEC source: 0001140361-20-015339 · form4.xml · nonDerivative · entry 1

BROOKFIELD ASSET MANAGEMENT INC. · CIK 0001001085 · Director · 10% owner

Partners Ltd · CIK 0001540229 · Director · 10% owner

Brookfield Holdings Canada Inc. · CIK 0001540230 · Director · 10% owner

Brookfield US Holdings Inc. · CIK 0001504722 · Director · 10% owner

BUSC Finance LLC · CIK 0001702556 · Director · 10% owner

Brookfield Property Group LLC · CIK 0001680278 · Director · 10% owner

Brookfield Strategic Real Estate Partners II GP of GP LLC · CIK 0001702615 · Director · 10% owner

Brookfield Strategic Real Estate Partners II GP L.P · CIK 0001702617 · Director · 10% owner

Brookfield Strategic Real Estate Partners II Hospitality REIT II LLC · CIK 0001702614 · Director · 10% owner

Brookfield US Inc. · CIK 0001768973 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See explanatory responses

Disclosed balance after: 37,620

F2 · kind: BSREP II Hospitality II Board LLC, a Delaware limited liability company ("BSREP II Board"), is a wholly owned subsidiary of BSREP II. BSREP II has the right to designate two appointees to the board of directors of the Issuer (the "Board") pursuant to its rights as holder of the Redeemable Preferred Share, par value $0.01 per share, of the Issuer. Lowell Grant Baron and Bruce G. Wiles serve as directors on the Board at the request of BSREP II.

F3 · kind: On July 1, 2020, the Issuer granted BSREP II Board 11,976 shares of the Issuer's common stock, par value $0.01 (the "Common Stock"), subject to forfeiture (the "Restricted Shares") in respect of Mr. Baron's and Mr. Wiles's service as directors of the Issuer. Such 11,976 Restricted Shares vest on the earliest of (i) the date of the annual meeting of the Board in 2021; (ii) July 1, 2021; and (iii) a Change in Control, as such term is defined in the Amended and Restated Employee and Director Incentive Restricted Share Plan of the Issuer, provided that, as of each such date, BSREP II Board or its affiliate retains the right to appoint designees to the Board. BSREP II owns such 11,976 Restricted Shares through its wholly owned subsidiary BSREP II Board. As a result of the foregoing transaction, BSREP II owns 37,620 Restricted Shares through BSREP II Board.

F2 · ownership.nature: BSREP II Hospitality II Board LLC, a Delaware limited liability company ("BSREP II Board"), is a wholly owned subsidiary of BSREP II. BSREP II has the right to designate two appointees to the board of directors of the Issuer (the "Board") pursuant to its rights as holder of the Redeemable Preferred Share, par value $0.01 per share, of the Issuer. Lowell Grant Baron and Bruce G. Wiles serve as directors on the Board at the request of BSREP II.

F3 · ownership.nature: On July 1, 2020, the Issuer granted BSREP II Board 11,976 shares of the Issuer's common stock, par value $0.01 (the "Common Stock"), subject to forfeiture (the "Restricted Shares") in respect of Mr. Baron's and Mr. Wiles's service as directors of the Issuer. Such 11,976 Restricted Shares vest on the earliest of (i) the date of the annual meeting of the Board in 2021; (ii) July 1, 2021; and (iii) a Change in Control, as such term is defined in the Amended and Restated Employee and Director Incentive Restricted Share Plan of the Issuer, provided that, as of each such date, BSREP II Board or its affiliate retains the right to appoint designees to the Board. BSREP II owns such 11,976 Restricted Shares through its wholly owned subsidiary BSREP II Board. As a result of the foregoing transaction, BSREP II owns 37,620 Restricted Shares through BSREP II Board.

F4 · ownership.nature: This Form 4 is being jointly filed by and on behalf of each of the following persons (each, a "Reporting Person"): (i) Brookfield Asset Management Inc., a corporation formed under the laws of Ontario, Canada ("BAM"); (ii) Partners Limited, a corporation formed under the laws of Ontario, Canada ("Partners Limited"); (iii) Brookfield Holdings Canada Inc., a corporation formed under the laws of Ontario, Canada ("BHC"); (iv) Brookfield US Holdings Inc., a corporation formed under the laws of Ontario, Canada ("BUSHI"); (v) Brookfield US Inc., a Delaware corporation ("BUSI"); (vi) BUSC Finance LLC, a Delaware limited liability company ("BUSC Finance"); (vii) Brookfield Property Master Holdings LLC, a Delaware limited liability company ("BPMH"); (continued in footnote 5)

F5 · ownership.nature: (continued from footnote 4) (viii) Brookfield Property Group LLC, a Delaware limited liability company ("BPG"); (ix) Brookfield Strategic Real Estate Partners II GP OF GP LLC, a Delaware limited liability company ("BSREP II GP of GP"); (x) Brookfield Strategic Real Estate Partners II GP L.P., a Delaware limited partnership ("BSREP II GP"); and (xi) BSREP II, which directly holds 28,631,193.29 Class C Units of OpCo (adjusted by .01 unit due to rounding) and owns 37,620 shares of Restricted Shares, 11,976 shares of which are subject to forfeiture in respect of Lowell Baron's and Bruce Wiles's service as directors of the Issuer, through BSREP II Board.

F6 · ownership.nature: Each of the Reporting Persons may be deemed to beneficially own the securities of the Issuer beneficially owned by the Reporting Persons directly or indirectly controlled by it, but each disclaims beneficial ownership of such securities, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934, or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein.

Read SEC document
June 30, 2020 Filed Jul 2, 2020 17:49 UTC Hospitality Investors Trust, Inc. NONE · Entity 137144 OtherClass C Units · Derivative 357,349.96 $0.00 $0.00
Disclosure

SEC source: 0001140361-20-015339 · form4.xml · derivative · entry 2

BROOKFIELD ASSET MANAGEMENT INC. · CIK 0001001085 · Director · 10% owner

Partners Ltd · CIK 0001540229 · Director · 10% owner

Brookfield Holdings Canada Inc. · CIK 0001540230 · Director · 10% owner

Brookfield US Holdings Inc. · CIK 0001504722 · Director · 10% owner

BUSC Finance LLC · CIK 0001702556 · Director · 10% owner

Brookfield Property Group LLC · CIK 0001680278 · Director · 10% owner

Brookfield Strategic Real Estate Partners II GP of GP LLC · CIK 0001702615 · Director · 10% owner

Brookfield Strategic Real Estate Partners II GP L.P · CIK 0001702617 · Director · 10% owner

Brookfield Strategic Real Estate Partners II Hospitality REIT II LLC · CIK 0001702614 · Director · 10% owner

Brookfield US Inc. · CIK 0001768973 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Explanatory Responses

Disclosed balance after: 28,631,193.29

Underlying: OP Units · 357,349.96 shares

Expires not disclosed

F7 · derivative.exercise_price: Class C Units of OpCo generally are convertible into units of limited partnership interests in OpCo entitled "OP Units" ("OP Units") at any time at the option of BSREP II at an initial conversion price of $14.75, subject to customary antidilution adjustments upon the occurrence of certain events and transactions. OP Units, in turn, generally are redeemable for shares of the Issuer's Common Stock on a one-for-one-basis or the cash value of a corresponding number of shares of Common Stock, at the election of the Issuer, in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo. Neither the Class C Units nor OP Units has an expiration date.

F1 · kind: On June 30, 2020, Brookfield Strategic Real Estate Partners II Hospitality REIT II LLC, a Delaware limited liability company ("BSREP II"), received 357,349.96 units of limited partnership interests entitled "Class C Units" (the "Class C Units") in Hospitality Investors Trust Operating Partnership, L.P. ("OpCo") as a payment-in-kind dividend on 28,273,843.31 Class C Units (adjusted by .01 unit due to rounding) owned by BSREP II at the time of the dividend payment date in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo filed as Exhibit 4.2 to Hospitality Investors Trust, Inc.'s (the "Issuer") Current Report on Form 8-K filed on March 31, 2017. As a result of the foregoing transaction, BSREP II owns 28,631,193.29 Class C Units (adjusted by .01 unit due to rounding).

F7 · derivative.expiration_date: Class C Units of OpCo generally are convertible into units of limited partnership interests in OpCo entitled "OP Units" ("OP Units") at any time at the option of BSREP II at an initial conversion price of $14.75, subject to customary antidilution adjustments upon the occurrence of certain events and transactions. OP Units, in turn, generally are redeemable for shares of the Issuer's Common Stock on a one-for-one-basis or the cash value of a corresponding number of shares of Common Stock, at the election of the Issuer, in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo. Neither the Class C Units nor OP Units has an expiration date.

F7 · derivative.underlying: Class C Units of OpCo generally are convertible into units of limited partnership interests in OpCo entitled "OP Units" ("OP Units") at any time at the option of BSREP II at an initial conversion price of $14.75, subject to customary antidilution adjustments upon the occurrence of certain events and transactions. OP Units, in turn, generally are redeemable for shares of the Issuer's Common Stock on a one-for-one-basis or the cash value of a corresponding number of shares of Common Stock, at the election of the Issuer, in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo. Neither the Class C Units nor OP Units has an expiration date.

F1 · balance_after: On June 30, 2020, Brookfield Strategic Real Estate Partners II Hospitality REIT II LLC, a Delaware limited liability company ("BSREP II"), received 357,349.96 units of limited partnership interests entitled "Class C Units" (the "Class C Units") in Hospitality Investors Trust Operating Partnership, L.P. ("OpCo") as a payment-in-kind dividend on 28,273,843.31 Class C Units (adjusted by .01 unit due to rounding) owned by BSREP II at the time of the dividend payment date in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo filed as Exhibit 4.2 to Hospitality Investors Trust, Inc.'s (the "Issuer") Current Report on Form 8-K filed on March 31, 2017. As a result of the foregoing transaction, BSREP II owns 28,631,193.29 Class C Units (adjusted by .01 unit due to rounding).

F1 · ownership.nature: On June 30, 2020, Brookfield Strategic Real Estate Partners II Hospitality REIT II LLC, a Delaware limited liability company ("BSREP II"), received 357,349.96 units of limited partnership interests entitled "Class C Units" (the "Class C Units") in Hospitality Investors Trust Operating Partnership, L.P. ("OpCo") as a payment-in-kind dividend on 28,273,843.31 Class C Units (adjusted by .01 unit due to rounding) owned by BSREP II at the time of the dividend payment date in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo filed as Exhibit 4.2 to Hospitality Investors Trust, Inc.'s (the "Issuer") Current Report on Form 8-K filed on March 31, 2017. As a result of the foregoing transaction, BSREP II owns 28,631,193.29 Class C Units (adjusted by .01 unit due to rounding).

F4 · ownership.nature: This Form 4 is being jointly filed by and on behalf of each of the following persons (each, a "Reporting Person"): (i) Brookfield Asset Management Inc., a corporation formed under the laws of Ontario, Canada ("BAM"); (ii) Partners Limited, a corporation formed under the laws of Ontario, Canada ("Partners Limited"); (iii) Brookfield Holdings Canada Inc., a corporation formed under the laws of Ontario, Canada ("BHC"); (iv) Brookfield US Holdings Inc., a corporation formed under the laws of Ontario, Canada ("BUSHI"); (v) Brookfield US Inc., a Delaware corporation ("BUSI"); (vi) BUSC Finance LLC, a Delaware limited liability company ("BUSC Finance"); (vii) Brookfield Property Master Holdings LLC, a Delaware limited liability company ("BPMH"); (continued in footnote 5)

F5 · ownership.nature: (continued from footnote 4) (viii) Brookfield Property Group LLC, a Delaware limited liability company ("BPG"); (ix) Brookfield Strategic Real Estate Partners II GP OF GP LLC, a Delaware limited liability company ("BSREP II GP of GP"); (x) Brookfield Strategic Real Estate Partners II GP L.P., a Delaware limited partnership ("BSREP II GP"); and (xi) BSREP II, which directly holds 28,631,193.29 Class C Units of OpCo (adjusted by .01 unit due to rounding) and owns 37,620 shares of Restricted Shares, 11,976 shares of which are subject to forfeiture in respect of Lowell Baron's and Bruce Wiles's service as directors of the Issuer, through BSREP II Board.

F6 · ownership.nature: Each of the Reporting Persons may be deemed to beneficially own the securities of the Issuer beneficially owned by the Reporting Persons directly or indirectly controlled by it, but each disclaims beneficial ownership of such securities, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934, or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein.

F7 · ownership.nature: Class C Units of OpCo generally are convertible into units of limited partnership interests in OpCo entitled "OP Units" ("OP Units") at any time at the option of BSREP II at an initial conversion price of $14.75, subject to customary antidilution adjustments upon the occurrence of certain events and transactions. OP Units, in turn, generally are redeemable for shares of the Issuer's Common Stock on a one-for-one-basis or the cash value of a corresponding number of shares of Common Stock, at the election of the Issuer, in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo. Neither the Class C Units nor OP Units has an expiration date.

Read SEC document
March 31, 2020 Filed Apr 2, 2020 13:55 UTC Hospitality Investors Trust, Inc. NONE · Entity 137144 OtherClass C Units · Derivative 352,889.83 $0.00 $0.00
Disclosure

SEC source: 0001140361-20-007770 · form4.xml · derivative · entry 1

BROOKFIELD ASSET MANAGEMENT INC. · CIK 0001001085 · Director · 10% owner

Partners Ltd · CIK 0001540229 · Director · 10% owner

Brookfield Holdings Canada Inc. · CIK 0001540230 · Director · 10% owner

Brookfield US Holdings Inc. · CIK 0001504722 · Director · 10% owner

Brookfield US Corp · CIK 0001504721 · Director · 10% owner

BUSC Finance LLC · CIK 0001702556 · Director · 10% owner

Brookfield Property Group LLC · CIK 0001680278 · Director · 10% owner

Brookfield Strategic Real Estate Partners II GP of GP LLC · CIK 0001702615 · Director · 10% owner

Brookfield Strategic Real Estate Partners II GP L.P · CIK 0001702617 · Director · 10% owner

Brookfield Strategic Real Estate Partners II Hospitality REIT II LLC · CIK 0001702614 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Explanatory Responses

Disclosed balance after: 28,273,843.31

Underlying: OP Units · 352,889.83 shares

Expires not disclosed

F5 · derivative.exercise_price: Class C Units of OpCo generally are convertible into units of limited partnership interests in OpCo entitled "OP Units" ("OP Units") at any time at the option of BSREP II at an initial conversion price of $14.75, subject to customary antidilution adjustments upon the occurrence of certain events and transactions. OP Units, in turn, generally are redeemable for shares of the Issuer's Common Stock on a one-for-one-basis or the cash value of a corresponding number of shares of Common Stock, at the election of the Issuer, in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo. Neither the Class C Units nor OP Units has an expiration date.

F1 · kind: On March 31, 2020, Brookfield Strategic Real Estate Partners II Hospitality REIT II LLC, a Delaware limited liability company ("BSREP II"), received 352,889.83 units of limited partnership interests entitled "Class C Units" (the "Class C Units") in Hospitality Investors Trust Operating Partnership, L.P. ("OpCo") as a payment-in-kind dividend on 27,920,953.48 Class C Units (adjusted by .01 unit due to rounding) owned by BSREP II at the time of the dividend payment date in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo filed as Exhibit 4.2 to Hospitality Investors Trust, Inc.'s (the "Issuer") Current Report on Form 8-K filed on March 31, 2017. As a result of the foregoing transaction, BSREP II owns 28,273,843.31 Class C Units (adjusted by .01 unit due to rounding).

F5 · derivative.expiration_date: Class C Units of OpCo generally are convertible into units of limited partnership interests in OpCo entitled "OP Units" ("OP Units") at any time at the option of BSREP II at an initial conversion price of $14.75, subject to customary antidilution adjustments upon the occurrence of certain events and transactions. OP Units, in turn, generally are redeemable for shares of the Issuer's Common Stock on a one-for-one-basis or the cash value of a corresponding number of shares of Common Stock, at the election of the Issuer, in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo. Neither the Class C Units nor OP Units has an expiration date.

F5 · derivative.underlying: Class C Units of OpCo generally are convertible into units of limited partnership interests in OpCo entitled "OP Units" ("OP Units") at any time at the option of BSREP II at an initial conversion price of $14.75, subject to customary antidilution adjustments upon the occurrence of certain events and transactions. OP Units, in turn, generally are redeemable for shares of the Issuer's Common Stock on a one-for-one-basis or the cash value of a corresponding number of shares of Common Stock, at the election of the Issuer, in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo. Neither the Class C Units nor OP Units has an expiration date.

F1 · balance_after: On March 31, 2020, Brookfield Strategic Real Estate Partners II Hospitality REIT II LLC, a Delaware limited liability company ("BSREP II"), received 352,889.83 units of limited partnership interests entitled "Class C Units" (the "Class C Units") in Hospitality Investors Trust Operating Partnership, L.P. ("OpCo") as a payment-in-kind dividend on 27,920,953.48 Class C Units (adjusted by .01 unit due to rounding) owned by BSREP II at the time of the dividend payment date in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo filed as Exhibit 4.2 to Hospitality Investors Trust, Inc.'s (the "Issuer") Current Report on Form 8-K filed on March 31, 2017. As a result of the foregoing transaction, BSREP II owns 28,273,843.31 Class C Units (adjusted by .01 unit due to rounding).

F1 · ownership.nature: On March 31, 2020, Brookfield Strategic Real Estate Partners II Hospitality REIT II LLC, a Delaware limited liability company ("BSREP II"), received 352,889.83 units of limited partnership interests entitled "Class C Units" (the "Class C Units") in Hospitality Investors Trust Operating Partnership, L.P. ("OpCo") as a payment-in-kind dividend on 27,920,953.48 Class C Units (adjusted by .01 unit due to rounding) owned by BSREP II at the time of the dividend payment date in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo filed as Exhibit 4.2 to Hospitality Investors Trust, Inc.'s (the "Issuer") Current Report on Form 8-K filed on March 31, 2017. As a result of the foregoing transaction, BSREP II owns 28,273,843.31 Class C Units (adjusted by .01 unit due to rounding).

F2 · ownership.nature: This Form 4 is being jointly filed by and on behalf of each of the following persons (each, a "Reporting Person"): (i) Brookfield Asset Management Inc., a corporation formed under the laws of Ontario, Canada ("BAM"); (ii) Partners Limited, a corporation formed under the laws of Ontario, Canada ("Partners Limited"); (iii) Brookfield Holdings Canada Inc., a corporation formed under the laws of Ontario, Canada ("BHC"); (iv) Brookfield US Holdings Inc., a corporation formed under the laws of Ontario, Canada ("BUSHI"); (v) Brookfield US Inc., a Delaware corporation ("BUSI"); (vi) BUSC Finance LLC, a Delaware limited liability company ("BUSC Finance"); (vii) Brookfield Property Master Holdings LLC, a Delaware limited liability company ("BPMH"); (continued in footnote 3)

F3 · ownership.nature: (continued from footnote 2) (viii) Brookfield Property Group LLC, a Delaware limited liability company ("BPG"); (ix) Brookfield Strategic Real Estate Partners II GP OF GP LLC, a Delaware limited liability company ("BSREP II GP of GP"); (x) Brookfield Strategic Real Estate Partners II GP L.P., a Delaware limited partnership ("BSREP II GP"); and (xi) BSREP II, which directly holds 28,273,843.31 Class C Units of OpCo (adjusted by .01 unit due to rounding) and owns 25,644 shares of the Issuer's common stock, par value $0.01 (the "Common Stock"), 10,858 shares of which are subject to forfeiture in respect of Lowell Baron's and Bruce Wiles's service as directors of the Issuer, through its wholly owned subsidiary BSREP II Hospitality II Board LLC, a Delaware limited liability company.

F4 · ownership.nature: Each of the Reporting Persons may be deemed to beneficially own the securities of the Issuer beneficially owned by the Reporting Persons directly or indirectly controlled by it, but each disclaims beneficial ownership of such securities, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934, or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein.

F5 · ownership.nature: Class C Units of OpCo generally are convertible into units of limited partnership interests in OpCo entitled "OP Units" ("OP Units") at any time at the option of BSREP II at an initial conversion price of $14.75, subject to customary antidilution adjustments upon the occurrence of certain events and transactions. OP Units, in turn, generally are redeemable for shares of the Issuer's Common Stock on a one-for-one-basis or the cash value of a corresponding number of shares of Common Stock, at the election of the Issuer, in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo. Neither the Class C Units nor OP Units has an expiration date.

Read SEC document
December 31, 2019 Filed Jan 3, 2020 16:04 UTC Hospitality Investors Trust, Inc. NONE · Entity 137144 OtherClass C Units · Derivative 352,266.56 $0.00 $0.00
Disclosure

SEC source: 0001140361-20-000124 · form4.xml · derivative · entry 1

BROOKFIELD ASSET MANAGEMENT INC. · CIK 0001001085 · Director · 10% owner

Partners Ltd · CIK 0001540229 · Director · 10% owner

Brookfield Holdings Canada Inc. · CIK 0001540230 · Director · 10% owner

Brookfield US Holdings Inc. · CIK 0001504722 · Director · 10% owner

BUSC Finance LLC · CIK 0001702556 · Director · 10% owner

Brookfield Property Group LLC · CIK 0001680278 · Director · 10% owner

Brookfield Strategic Real Estate Partners II GP of GP LLC · CIK 0001702615 · Director · 10% owner

Brookfield Strategic Real Estate Partners II GP L.P · CIK 0001702617 · Director · 10% owner

Brookfield Strategic Real Estate Partners II Hospitality REIT II LLC · CIK 0001702614 · Director · 10% owner

Brookfield US Inc. · CIK 0001768973 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Explanatory Responses

Disclosed balance after: 27,920,953.48

Underlying: OP Units · 352,266.56 shares

Expires not disclosed

F5 · derivative.exercise_price: Class C Units of OpCo generally are convertible into units of limited partnership interests in OpCo entitled "OP Units" ("OP Units") at any time at the option of BSREP II at an initial conversion price of $14.75, subject to customary antidilution adjustments upon the occurrence of certain events and transactions. OP Units, in turn, generally are redeemable for shares of the Issuer's Common Stock on a one-for-one-basis or the cash value of a corresponding number of shares of Common Stock, at the election of the Issuer, in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo. Neither the Class C Units nor OP Units has an expiration date.

F1 · kind: On December 31, 2019, Brookfield Strategic Real Estate Partners II Hospitality REIT II LLC, a Delaware limited liability company ("BSREP II"), received 352,266.56 units of limited partnership interests entitled "Class C Units" (the "Class C Units") in Hospitality Investors Trust Operating Partnership, L.P. ("OpCo") as a payment-in-kind dividend on 27,568,686.97 Class C Units (adjusted by .01 unit due to rounding) owned by BSREP II at the time of the dividend payment date in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo filed as Exhibit 4.2 to Hospitality Investors Trust, Inc.'s (the "Issuer") Current Report on Form 8-K filed on March 31, 2017. As a result of the foregoing transaction, BSREP II owns 27,920,953.48 Class C Units (adjusted by .01 unit due to rounding).

F5 · derivative.expiration_date: Class C Units of OpCo generally are convertible into units of limited partnership interests in OpCo entitled "OP Units" ("OP Units") at any time at the option of BSREP II at an initial conversion price of $14.75, subject to customary antidilution adjustments upon the occurrence of certain events and transactions. OP Units, in turn, generally are redeemable for shares of the Issuer's Common Stock on a one-for-one-basis or the cash value of a corresponding number of shares of Common Stock, at the election of the Issuer, in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo. Neither the Class C Units nor OP Units has an expiration date.

F5 · derivative.underlying: Class C Units of OpCo generally are convertible into units of limited partnership interests in OpCo entitled "OP Units" ("OP Units") at any time at the option of BSREP II at an initial conversion price of $14.75, subject to customary antidilution adjustments upon the occurrence of certain events and transactions. OP Units, in turn, generally are redeemable for shares of the Issuer's Common Stock on a one-for-one-basis or the cash value of a corresponding number of shares of Common Stock, at the election of the Issuer, in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo. Neither the Class C Units nor OP Units has an expiration date.

F1 · balance_after: On December 31, 2019, Brookfield Strategic Real Estate Partners II Hospitality REIT II LLC, a Delaware limited liability company ("BSREP II"), received 352,266.56 units of limited partnership interests entitled "Class C Units" (the "Class C Units") in Hospitality Investors Trust Operating Partnership, L.P. ("OpCo") as a payment-in-kind dividend on 27,568,686.97 Class C Units (adjusted by .01 unit due to rounding) owned by BSREP II at the time of the dividend payment date in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo filed as Exhibit 4.2 to Hospitality Investors Trust, Inc.'s (the "Issuer") Current Report on Form 8-K filed on March 31, 2017. As a result of the foregoing transaction, BSREP II owns 27,920,953.48 Class C Units (adjusted by .01 unit due to rounding).

F1 · ownership.nature: On December 31, 2019, Brookfield Strategic Real Estate Partners II Hospitality REIT II LLC, a Delaware limited liability company ("BSREP II"), received 352,266.56 units of limited partnership interests entitled "Class C Units" (the "Class C Units") in Hospitality Investors Trust Operating Partnership, L.P. ("OpCo") as a payment-in-kind dividend on 27,568,686.97 Class C Units (adjusted by .01 unit due to rounding) owned by BSREP II at the time of the dividend payment date in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo filed as Exhibit 4.2 to Hospitality Investors Trust, Inc.'s (the "Issuer") Current Report on Form 8-K filed on March 31, 2017. As a result of the foregoing transaction, BSREP II owns 27,920,953.48 Class C Units (adjusted by .01 unit due to rounding).

F2 · ownership.nature: This Form 4 is being jointly filed by and on behalf of each of the following persons (each, a "Reporting Person"): (i) Brookfield Asset Management Inc., a corporation formed under the laws of Ontario, Canada ("BAM"); (ii) Partners Limited, a corporation formed under the laws of Ontario, Canada ("Partners Limited"); (iii) Brookfield Holdings Canada Inc., a corporation formed under the laws of Ontario, Canada ("BHC"); (iv) Brookfield US Holdings Inc., a corporation formed under the laws of Ontario, Canada ("BUSHI"); (v) Brookfield US Inc., a Delaware corporation ("BUSI"); (vi) BUSC Finance LLC, a Delaware limited liability company ("BUSC Finance"); (vii) Brookfield Property Master Holdings LLC, a Delaware limited liability company ("BPMH"); (continued in footnote 3)

F3 · ownership.nature: (continued from footnote 2) (viii) Brookfield Property Group LLC, a Delaware limited liability company ("BPG"); (ix) Brookfield Strategic Real Estate Partners II GP OF GP LLC, a Delaware limited liability company ("BSREP II GP of GP"); (x) Brookfield Strategic Real Estate Partners II GP L.P., a Delaware limited partnership ("BSREP II GP"); and (xi) BSREP II, which directly holds 27,920,953.48 Class C Units of OpCo (adjusted by .01 unit due to rounding) and owns 25,644 shares of the Issuer's common stock, par value $0.01 (the "Common Stock"), 10,858 shares of which are subject to forfeiture in respect of Lowell Baron's and Bruce Wiles's service as directors of the Issuer, through its wholly owned subsidiary BSREP II Hospitality II Board LLC, a Delaware limited liability company.

F4 · ownership.nature: Each of the Reporting Persons may be deemed to beneficially own the securities of the Issuer beneficially owned by the Reporting Persons directly or indirectly controlled by it, but each disclaims beneficial ownership of such securities, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934, or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein.

F5 · ownership.nature: Class C Units of OpCo generally are convertible into units of limited partnership interests in OpCo entitled "OP Units" ("OP Units") at any time at the option of BSREP II at an initial conversion price of $14.75, subject to customary antidilution adjustments upon the occurrence of certain events and transactions. OP Units, in turn, generally are redeemable for shares of the Issuer's Common Stock on a one-for-one-basis or the cash value of a corresponding number of shares of Common Stock, at the election of the Issuer, in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo. Neither the Class C Units nor OP Units has an expiration date.

Read SEC document
September 30, 2019 Filed Oct 2, 2019 14:57 UTC Hospitality Investors Trust, Inc. NONE · Entity 137144 OtherClass C Units · Derivative 347,822.16 $0.00 $0.00
Disclosure

SEC source: 0001140361-19-017734 · form4.xml · derivative · entry 1

BROOKFIELD ASSET MANAGEMENT INC. · CIK 0001001085 · Director · 10% owner

Partners Ltd · CIK 0001540229 · Director · 10% owner

Brookfield Holdings Canada Inc. · CIK 0001540230 · Director · 10% owner

Brookfield US Holdings Inc. · CIK 0001504722 · Director · 10% owner

Brookfield US Inc. · CIK 0001768973 · Director · 10% owner

BUSC Finance LLC · CIK 0001702556 · Director · 10% owner

Brookfield Property Group LLC · CIK 0001680278 · Director · 10% owner

Brookfield Strategic Real Estate Partners II GP of GP LLC · CIK 0001702615 · Director · 10% owner

Brookfield Strategic Real Estate Partners II GP L.P · CIK 0001702617 · Director · 10% owner

Brookfield Strategic Real Estate Partners II Hospitality REIT II LLC · CIK 0001702614 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Explanatory Responses

Disclosed balance after: 27,568,686.97

Underlying: OP Units · 347,822.16 shares

Expires not disclosed

F5 · derivative.exercise_price: Class C Units of OpCo generally are convertible into units of limited partnership interests in OpCo entitled "OP Units" ("OP Units") at any time at the option of BSREP II at an initial conversion price of $14.75, subject to customary antidilution adjustments upon the occurrence of certain events and transactions. OP Units, in turn, generally are redeemable for shares of the Issuer's Common Stock on a one-for-one-basis or the cash value of a corresponding number of shares of Common Stock, at the election of the Issuer, in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo. Neither the Class C Units nor OP Units has an expiration date.

F1 · kind: On September 30, 2019, Brookfield Strategic Real Estate Partners II Hospitality REIT II LLC, a Delaware limited liability company ("BSREP II"), received 347,822.16 units of limited partnership interests entitled "Class C Units" (the "Class C Units") in Hospitality Investors Trust Operating Partnership, L.P. ("OpCo") as a payment-in-kind dividend on 27,220,864.81 Class C Units (adjusted by .01 unit due to rounding) owned by BSREP II at the time of the dividend payment date in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo filed as Exhibit 4.2 to Hospitality Investors Trust, Inc.'s (the "Issuer") Current Report on Form 8-K filed on March 31, 2017. As a result of the foregoing transaction, BSREP II owns 27,568,686.97 Class C Units (adjusted by .01 unit due to rounding).

F5 · derivative.expiration_date: Class C Units of OpCo generally are convertible into units of limited partnership interests in OpCo entitled "OP Units" ("OP Units") at any time at the option of BSREP II at an initial conversion price of $14.75, subject to customary antidilution adjustments upon the occurrence of certain events and transactions. OP Units, in turn, generally are redeemable for shares of the Issuer's Common Stock on a one-for-one-basis or the cash value of a corresponding number of shares of Common Stock, at the election of the Issuer, in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo. Neither the Class C Units nor OP Units has an expiration date.

F5 · derivative.underlying: Class C Units of OpCo generally are convertible into units of limited partnership interests in OpCo entitled "OP Units" ("OP Units") at any time at the option of BSREP II at an initial conversion price of $14.75, subject to customary antidilution adjustments upon the occurrence of certain events and transactions. OP Units, in turn, generally are redeemable for shares of the Issuer's Common Stock on a one-for-one-basis or the cash value of a corresponding number of shares of Common Stock, at the election of the Issuer, in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo. Neither the Class C Units nor OP Units has an expiration date.

F1 · balance_after: On September 30, 2019, Brookfield Strategic Real Estate Partners II Hospitality REIT II LLC, a Delaware limited liability company ("BSREP II"), received 347,822.16 units of limited partnership interests entitled "Class C Units" (the "Class C Units") in Hospitality Investors Trust Operating Partnership, L.P. ("OpCo") as a payment-in-kind dividend on 27,220,864.81 Class C Units (adjusted by .01 unit due to rounding) owned by BSREP II at the time of the dividend payment date in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo filed as Exhibit 4.2 to Hospitality Investors Trust, Inc.'s (the "Issuer") Current Report on Form 8-K filed on March 31, 2017. As a result of the foregoing transaction, BSREP II owns 27,568,686.97 Class C Units (adjusted by .01 unit due to rounding).

F1 · ownership.nature: On September 30, 2019, Brookfield Strategic Real Estate Partners II Hospitality REIT II LLC, a Delaware limited liability company ("BSREP II"), received 347,822.16 units of limited partnership interests entitled "Class C Units" (the "Class C Units") in Hospitality Investors Trust Operating Partnership, L.P. ("OpCo") as a payment-in-kind dividend on 27,220,864.81 Class C Units (adjusted by .01 unit due to rounding) owned by BSREP II at the time of the dividend payment date in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo filed as Exhibit 4.2 to Hospitality Investors Trust, Inc.'s (the "Issuer") Current Report on Form 8-K filed on March 31, 2017. As a result of the foregoing transaction, BSREP II owns 27,568,686.97 Class C Units (adjusted by .01 unit due to rounding).

F2 · ownership.nature: This Form 4 is being jointly filed by and on behalf of each of the following persons (each, a "Reporting Person"): (i) Brookfield Asset Management Inc., a corporation formed under the laws of Ontario, Canada ("BAM"); (ii) Partners Limited, a corporation formed under the laws of Ontario, Canada ("Partners Limited"); (iii) Brookfield Holdings Canada Inc., a corporation formed under the laws of Ontario, Canada ("BHC"); (iv) Brookfield US Holdings Inc., a corporation formed under the laws of Ontario, Canada ("BUSHI"); (v) Brookfield US Inc., a Delaware corporation ("BUSI"); (vi) BUSC Finance LLC, a Delaware limited liability company ("BUSC Finance"); (vii) Brookfield Property Master Holdings LLC, a Delaware limited liability company ("BPMH"); (continued in footnote 3)

F3 · ownership.nature: (continued from footnote 2) (viii) Brookfield Property Group LLC, a Delaware limited liability company ("BPG"); (ix) Brookfield Strategic Real Estate Partners II GP OF GP LLC, a Delaware limited liability company ("BSREP II GP of GP"); (x) Brookfield Strategic Real Estate Partners II GP L.P., a Delaware limited partnership ("BSREP II GP"); and (xi) BSREP II, which directly holds 27,568,686.97 Class C Units of OpCo (adjusted by .01 unit due to rounding) and owns 25,644 shares of the Issuer's common stock, par value $0.01 (the "Common Stock"), 10,858 shares of which are subject to forfeiture in respect of Lowell Baron's and Bruce Wiles's service as directors of the Issuer, through its wholly owned subsidiary BSREP II Hospitality II Board LLC, a Delaware limited liability company.

F4 · ownership.nature: Each of the Reporting Persons may be deemed to beneficially own the securities of the Issuer beneficially owned by the Reporting Persons directly or indirectly controlled by it, but each disclaims beneficial ownership of such securities, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934, or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein.

F5 · ownership.nature: Class C Units of OpCo generally are convertible into units of limited partnership interests in OpCo entitled "OP Units" ("OP Units") at any time at the option of BSREP II at an initial conversion price of $14.75, subject to customary antidilution adjustments upon the occurrence of certain events and transactions. OP Units, in turn, generally are redeemable for shares of the Issuer's Common Stock on a one-for-one-basis or the cash value of a corresponding number of shares of Common Stock, at the election of the Issuer, in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo. Neither the Class C Units nor OP Units has an expiration date.

Read SEC document
July 01, 2019 Filed Jul 2, 2019 16:55 UTC Hospitality Investors Trust, Inc. NONE · Entity 137144 GrantCommon Stock, par value $0.01 10,858 $0.00 $0.00
Disclosure

SEC source: 0001140361-19-012264 · form4.xml · nonDerivative · entry 1

BROOKFIELD ASSET MANAGEMENT INC. · CIK 0001001085 · Director · 10% owner

Partners Ltd · CIK 0001540229 · Director · 10% owner

Brookfield Holdings Canada Inc. · CIK 0001540230 · Director · 10% owner

Brookfield US Holdings Inc. · CIK 0001504722 · Director · 10% owner

BUSC Finance LLC · CIK 0001702556 · Director · 10% owner

Brookfield Property Group LLC · CIK 0001680278 · Director · 10% owner

Brookfield Strategic Real Estate Partners II GP of GP LLC · CIK 0001702615 · Director · 10% owner

Brookfield Strategic Real Estate Partners II GP L.P · CIK 0001702617 · Director · 10% owner

Brookfield Strategic Real Estate Partners II Hospitality REIT II LLC · CIK 0001702614 · Director · 10% owner

Brookfield US Inc. · CIK 0001768973 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See explanatory responses

Disclosed balance after: 25,644

F2 · kind: BSREP II Hospitality II Board LLC, a Delaware limited liability company ("BSREP II Board"), is a wholly owned subsidiary of BSREP II. BSREP II has the right to designate two appointees to the board of directors of the Issuer (the "Board") pursuant to its rights as holder of the Redeemable Preferred Share, par value $0.01 per share, of the Issuer. Lowell Grant Baron and Bruce G. Wiles serve as directors on the Board at the request of BSREP II.

F3 · kind: On July 1, 2019, the Issuer granted BSREP II Board 10,858 shares of the Issuer's common stock, par value $0.01 (the "Common Stock"), subject to forfeiture (the "Restricted Shares") in respect of Mr. Baron's and Mr. Wiles's service as directors of the Issuer. Such 10,858 Restricted Shares vest on the earliest of (i) the date of the annual meeting of the Board in 2020 (ii) July 1, 2020 and (iii) a Change in Control, as such term is defined in the Amended and Restated Employee and Director Incentive Restricted Share Plan of the Issuer, provided that, as of each such date, BSREP II Board or its affiliate retains the right to appoint designees to the Board. BSREP II owns such 10,858 Restricted Shares through its wholly owned subsidiary BSREP II Board. As a result of the foregoing transaction, BSREP II owns 25,644 Restricted Shares through BSREP II Board.

F2 · ownership.nature: BSREP II Hospitality II Board LLC, a Delaware limited liability company ("BSREP II Board"), is a wholly owned subsidiary of BSREP II. BSREP II has the right to designate two appointees to the board of directors of the Issuer (the "Board") pursuant to its rights as holder of the Redeemable Preferred Share, par value $0.01 per share, of the Issuer. Lowell Grant Baron and Bruce G. Wiles serve as directors on the Board at the request of BSREP II.

F3 · ownership.nature: On July 1, 2019, the Issuer granted BSREP II Board 10,858 shares of the Issuer's common stock, par value $0.01 (the "Common Stock"), subject to forfeiture (the "Restricted Shares") in respect of Mr. Baron's and Mr. Wiles's service as directors of the Issuer. Such 10,858 Restricted Shares vest on the earliest of (i) the date of the annual meeting of the Board in 2020 (ii) July 1, 2020 and (iii) a Change in Control, as such term is defined in the Amended and Restated Employee and Director Incentive Restricted Share Plan of the Issuer, provided that, as of each such date, BSREP II Board or its affiliate retains the right to appoint designees to the Board. BSREP II owns such 10,858 Restricted Shares through its wholly owned subsidiary BSREP II Board. As a result of the foregoing transaction, BSREP II owns 25,644 Restricted Shares through BSREP II Board.

F4 · ownership.nature: This Form 4 is being jointly filed by and on behalf of each of the following persons (each, a "Reporting Person"): (i) Brookfield Asset Management Inc., a corporation formed under the laws of Ontario, Canada ("BAM"); (ii) Partners Limited, a corporation formed under the laws of Ontario, Canada ("Partners Limited"); (iii) Brookfield Holdings Canada Inc., a corporation formed under the laws of Ontario, Canada ("BHC"); (iv) Brookfield US Holdings Inc., a corporation formed under the laws of Ontario, Canada ("BUSHI"); (v) Brookfield US Inc., a Delaware corporation ("BUSI"); (vi) BUSC Finance LLC, a Delaware limited liability company ("BUSC Finance"); (vii) Brookfield Property Master Holdings LLC, a Delaware limited liability company ("BPMH"); (continued in footnote 5)

F5 · ownership.nature: (continued from footnote 4) (viii) Brookfield Property Group LLC, a Delaware limited liability company ("BPG"); (ix) Brookfield Strategic Real Estate Partners II GP OF GP LLC, a Delaware limited liability company ("BSREP II GP of GP"); (x) Brookfield Strategic Real Estate Partners II GP L.P., a Delaware limited partnership ("BSREP II GP"); and (xi) BSREP II, which directly holds 27,220,864.81 Class C Units of OpCo (adjusted by .01 unit due to rounding) and owns 25,644 shares of Restricted Shares, 10,858 shares of which are subject to forfeiture in respect of Lowell Baron's and Bruce Wiles's service as directors of the Issuer, through BSREP II Board.

F6 · ownership.nature: Each of the Reporting Persons may be deemed to beneficially own the securities of the Issuer beneficially owned by the Reporting Persons directly or indirectly controlled by it, but each disclaims beneficial ownership of such securities, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934, or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein.

Read SEC document
June 28, 2019 Filed Jul 2, 2019 16:55 UTC Hospitality Investors Trust, Inc. NONE · Entity 137144 OtherClass C Units · Derivative 339,747.46 $0.00 $0.00
Disclosure

SEC source: 0001140361-19-012264 · form4.xml · derivative · entry 2

BROOKFIELD ASSET MANAGEMENT INC. · CIK 0001001085 · Director · 10% owner

Partners Ltd · CIK 0001540229 · Director · 10% owner

Brookfield Holdings Canada Inc. · CIK 0001540230 · Director · 10% owner

Brookfield US Holdings Inc. · CIK 0001504722 · Director · 10% owner

BUSC Finance LLC · CIK 0001702556 · Director · 10% owner

Brookfield Property Group LLC · CIK 0001680278 · Director · 10% owner

Brookfield Strategic Real Estate Partners II GP of GP LLC · CIK 0001702615 · Director · 10% owner

Brookfield Strategic Real Estate Partners II GP L.P · CIK 0001702617 · Director · 10% owner

Brookfield Strategic Real Estate Partners II Hospitality REIT II LLC · CIK 0001702614 · Director · 10% owner

Brookfield US Inc. · CIK 0001768973 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Explanatory Responses

Disclosed balance after: 27,220,864.81

Underlying: OP Units · 339,747.46 shares

Expires not disclosed

F7 · derivative.exercise_price: Class C Units of OpCo generally are convertible into units of limited partnership interests in OpCo entitled "OP Units" ("OP Units") at any time at the option of BSREP II at an initial conversion price of $14.75, subject to customary antidilution adjustments upon the occurrence of certain events and transactions. OP Units, in turn, generally are redeemable for shares of the Issuer's Common Stock on a one-for-one-basis or the cash value of a corresponding number of shares of Common Stock, at the election of the Issuer, in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo. Neither the Class C Units nor OP Units has an expiration date.

F1 · kind: On June 28, 2019, Brookfield Strategic Real Estate Partners II Hospitality REIT II LLC, a Delaware limited liability company ("BSREP II"), received 339,747.46 units of limited partnership interests entitled "Class C Units" (the "Class C Units") in Hospitality Investors Trust Operating Partnership, L.P. ("OpCo") as a payment-in-kind dividend on 26,881,117.31 Class C Units (adjusted by .01 unit due to rounding) owned by BSREP II at the time of the dividend payment date in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo filed as Exhibit 4.2 to Hospitality Investors Trust, Inc.'s (the "Issuer") Current Report on Form 8-K filed on March 31, 2017. As a result of the foregoing transaction, BSREP II owns 27,220,864.81 Class C Units (adjusted by .01 unit due to rounding).

F7 · derivative.expiration_date: Class C Units of OpCo generally are convertible into units of limited partnership interests in OpCo entitled "OP Units" ("OP Units") at any time at the option of BSREP II at an initial conversion price of $14.75, subject to customary antidilution adjustments upon the occurrence of certain events and transactions. OP Units, in turn, generally are redeemable for shares of the Issuer's Common Stock on a one-for-one-basis or the cash value of a corresponding number of shares of Common Stock, at the election of the Issuer, in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo. Neither the Class C Units nor OP Units has an expiration date.

F7 · derivative.underlying: Class C Units of OpCo generally are convertible into units of limited partnership interests in OpCo entitled "OP Units" ("OP Units") at any time at the option of BSREP II at an initial conversion price of $14.75, subject to customary antidilution adjustments upon the occurrence of certain events and transactions. OP Units, in turn, generally are redeemable for shares of the Issuer's Common Stock on a one-for-one-basis or the cash value of a corresponding number of shares of Common Stock, at the election of the Issuer, in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo. Neither the Class C Units nor OP Units has an expiration date.

F1 · balance_after: On June 28, 2019, Brookfield Strategic Real Estate Partners II Hospitality REIT II LLC, a Delaware limited liability company ("BSREP II"), received 339,747.46 units of limited partnership interests entitled "Class C Units" (the "Class C Units") in Hospitality Investors Trust Operating Partnership, L.P. ("OpCo") as a payment-in-kind dividend on 26,881,117.31 Class C Units (adjusted by .01 unit due to rounding) owned by BSREP II at the time of the dividend payment date in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo filed as Exhibit 4.2 to Hospitality Investors Trust, Inc.'s (the "Issuer") Current Report on Form 8-K filed on March 31, 2017. As a result of the foregoing transaction, BSREP II owns 27,220,864.81 Class C Units (adjusted by .01 unit due to rounding).

F1 · ownership.nature: On June 28, 2019, Brookfield Strategic Real Estate Partners II Hospitality REIT II LLC, a Delaware limited liability company ("BSREP II"), received 339,747.46 units of limited partnership interests entitled "Class C Units" (the "Class C Units") in Hospitality Investors Trust Operating Partnership, L.P. ("OpCo") as a payment-in-kind dividend on 26,881,117.31 Class C Units (adjusted by .01 unit due to rounding) owned by BSREP II at the time of the dividend payment date in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo filed as Exhibit 4.2 to Hospitality Investors Trust, Inc.'s (the "Issuer") Current Report on Form 8-K filed on March 31, 2017. As a result of the foregoing transaction, BSREP II owns 27,220,864.81 Class C Units (adjusted by .01 unit due to rounding).

F4 · ownership.nature: This Form 4 is being jointly filed by and on behalf of each of the following persons (each, a "Reporting Person"): (i) Brookfield Asset Management Inc., a corporation formed under the laws of Ontario, Canada ("BAM"); (ii) Partners Limited, a corporation formed under the laws of Ontario, Canada ("Partners Limited"); (iii) Brookfield Holdings Canada Inc., a corporation formed under the laws of Ontario, Canada ("BHC"); (iv) Brookfield US Holdings Inc., a corporation formed under the laws of Ontario, Canada ("BUSHI"); (v) Brookfield US Inc., a Delaware corporation ("BUSI"); (vi) BUSC Finance LLC, a Delaware limited liability company ("BUSC Finance"); (vii) Brookfield Property Master Holdings LLC, a Delaware limited liability company ("BPMH"); (continued in footnote 5)

F5 · ownership.nature: (continued from footnote 4) (viii) Brookfield Property Group LLC, a Delaware limited liability company ("BPG"); (ix) Brookfield Strategic Real Estate Partners II GP OF GP LLC, a Delaware limited liability company ("BSREP II GP of GP"); (x) Brookfield Strategic Real Estate Partners II GP L.P., a Delaware limited partnership ("BSREP II GP"); and (xi) BSREP II, which directly holds 27,220,864.81 Class C Units of OpCo (adjusted by .01 unit due to rounding) and owns 25,644 shares of Restricted Shares, 10,858 shares of which are subject to forfeiture in respect of Lowell Baron's and Bruce Wiles's service as directors of the Issuer, through BSREP II Board.

F6 · ownership.nature: Each of the Reporting Persons may be deemed to beneficially own the securities of the Issuer beneficially owned by the Reporting Persons directly or indirectly controlled by it, but each disclaims beneficial ownership of such securities, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934, or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein.

F7 · ownership.nature: Class C Units of OpCo generally are convertible into units of limited partnership interests in OpCo entitled "OP Units" ("OP Units") at any time at the option of BSREP II at an initial conversion price of $14.75, subject to customary antidilution adjustments upon the occurrence of certain events and transactions. OP Units, in turn, generally are redeemable for shares of the Issuer's Common Stock on a one-for-one-basis or the cash value of a corresponding number of shares of Common Stock, at the election of the Issuer, in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo. Neither the Class C Units nor OP Units has an expiration date.

Read SEC document
March 29, 2019 Filed Apr 2, 2019 15:28 UTC Hospitality Investors Trust, Inc. NONE · Entity 137144 OtherClass C Units · Derivative 215,378.75 $0.00 $0.00
Disclosure

SEC source: 0001140361-19-006291 · form4.xml · derivative · entry 1

BROOKFIELD ASSET MANAGEMENT INC. · CIK 0001001085 · Director · 10% owner

Partners Ltd · CIK 0001540229 · Director · 10% owner

Brookfield Holdings Canada Inc. · CIK 0001540230 · Director · 10% owner

Brookfield US Holdings Inc. · CIK 0001504722 · Director · 10% owner

BUSC Finance LLC · CIK 0001702556 · Director · 10% owner

Brookfield Property Group LLC · CIK 0001680278 · Director · 10% owner

Brookfield Strategic Real Estate Partners II GP of GP LLC · CIK 0001702615 · Director · 10% owner

Brookfield Strategic Real Estate Partners II GP L.P · CIK 0001702617 · Director · 10% owner

Brookfield Strategic Real Estate Partners II Hospitality REIT II LLC · CIK 0001702614 · Director · 10% owner

Brookfield US Inc. · CIK 0001768973 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Explanatory Responses

Disclosed balance after: 26,881,117.31

Underlying: OP Units · 215,378.75 shares

Expires not disclosed

F5 · derivative.exercise_price: Class C Units of OpCo generally are convertible into units of limited partnership interests in OpCo entitled "OP Units" ("OP Units") at any time at the option of BSREP II at an initial conversion price of $14.75, subject to customary antidilution adjustments upon the occurrence of certain events and transactions. OP Units, in turn, generally are redeemable for shares of the Issuer's Common Stock on a one-for-one-basis or the cash value of a corresponding number of shares of Common Stock, at the election of the Issuer, in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo. Neither the Class C Units nor OP Units has an expiration date.

F1 · kind: On March 29, 2019, Brookfield Strategic Real Estate Partners II Hospitality REIT II LLC, a Delaware limited liability company ("BSREP II"), received 215,378.75 units of limited partnership interests entitled "Class C Units" (the "Class C Units") in Hospitality Investors Trust Operating Partnership, L.P. ("OpCo") as a payment-in-kind dividend on 26,665,738.56 Class C Units (adjusted by .01 unit due to rounding) owned by BSREP II at the time of the dividend payment date in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo filed as Exhibit 4.2 to Hospitality Investors Trust, Inc.'s (the "Issuer") Current Report on Form 8-K filed on March 31, 2017. As a result of the foregoing transaction, BSREP II owns 26,881,117.31 Class C Units (adjusted by .01 unit due to rounding).

F5 · derivative.expiration_date: Class C Units of OpCo generally are convertible into units of limited partnership interests in OpCo entitled "OP Units" ("OP Units") at any time at the option of BSREP II at an initial conversion price of $14.75, subject to customary antidilution adjustments upon the occurrence of certain events and transactions. OP Units, in turn, generally are redeemable for shares of the Issuer's Common Stock on a one-for-one-basis or the cash value of a corresponding number of shares of Common Stock, at the election of the Issuer, in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo. Neither the Class C Units nor OP Units has an expiration date.

F5 · derivative.underlying: Class C Units of OpCo generally are convertible into units of limited partnership interests in OpCo entitled "OP Units" ("OP Units") at any time at the option of BSREP II at an initial conversion price of $14.75, subject to customary antidilution adjustments upon the occurrence of certain events and transactions. OP Units, in turn, generally are redeemable for shares of the Issuer's Common Stock on a one-for-one-basis or the cash value of a corresponding number of shares of Common Stock, at the election of the Issuer, in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo. Neither the Class C Units nor OP Units has an expiration date.

F1 · balance_after: On March 29, 2019, Brookfield Strategic Real Estate Partners II Hospitality REIT II LLC, a Delaware limited liability company ("BSREP II"), received 215,378.75 units of limited partnership interests entitled "Class C Units" (the "Class C Units") in Hospitality Investors Trust Operating Partnership, L.P. ("OpCo") as a payment-in-kind dividend on 26,665,738.56 Class C Units (adjusted by .01 unit due to rounding) owned by BSREP II at the time of the dividend payment date in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo filed as Exhibit 4.2 to Hospitality Investors Trust, Inc.'s (the "Issuer") Current Report on Form 8-K filed on March 31, 2017. As a result of the foregoing transaction, BSREP II owns 26,881,117.31 Class C Units (adjusted by .01 unit due to rounding).

F1 · ownership.nature: On March 29, 2019, Brookfield Strategic Real Estate Partners II Hospitality REIT II LLC, a Delaware limited liability company ("BSREP II"), received 215,378.75 units of limited partnership interests entitled "Class C Units" (the "Class C Units") in Hospitality Investors Trust Operating Partnership, L.P. ("OpCo") as a payment-in-kind dividend on 26,665,738.56 Class C Units (adjusted by .01 unit due to rounding) owned by BSREP II at the time of the dividend payment date in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo filed as Exhibit 4.2 to Hospitality Investors Trust, Inc.'s (the "Issuer") Current Report on Form 8-K filed on March 31, 2017. As a result of the foregoing transaction, BSREP II owns 26,881,117.31 Class C Units (adjusted by .01 unit due to rounding).

F2 · ownership.nature: This Form 4 is being jointly filed by and on behalf of each of the following persons (each, a "Reporting Person"): (i) Brookfield Asset Management Inc., a corporation formed under the laws of Ontario, Canada ("BAM"); (ii) Partners Limited, a corporation formed under the laws of Ontario, Canada ("Partners Limited"); (iii) Brookfield Holdings Canada Inc., a corporation formed under the laws of Ontario, Canada ("BHC"); (iv) Brookfield US Holdings Inc., a corporation formed under the laws of Ontario, Canada ("BUSHI"); (v) Brookfield US Inc., a Delaware corporation ("BUSI"); (vi) BUSC Finance LLC, a Delaware limited liability company ("BUSC Finance"); (vii) Brookfield Property Master Holdings LLC, a Delaware limited liability company ("BPMH"); (continued in footnote 3)

F3 · ownership.nature: (continued from footnote 2) (viii) Brookfield Property Group LLC, a Delaware limited liability company ("BPG"); (ix) Brookfield Strategic Real Estate Partners II GP OF GP LLC, a Delaware limited liability company ("BSREP II GP of GP"); (x) Brookfield Strategic Real Estate Partners II GP L.P., a Delaware limited partnership ("BSREP II GP"); and (xi) BSREP II, which directly holds 26,881,117.31 Class C Units of OpCo (adjusted by .01 unit due to rounding) and owns 14,786 shares of the Issuer's common stock, par value $0.01 (the "Common Stock"), 7,210 shares of which are subject to forfeiture in respect of Lowell Baron's and Bruce Wiles's service as directors of the Issuer, through its wholly owned subsidiary BSREP II Hospitality II Board LLC, a Delaware limited liability company.

F4 · ownership.nature: Each of the Reporting Persons may be deemed to beneficially own the securities of the Issuer beneficially owned by the Reporting Persons directly or indirectly controlled by it, but each disclaims beneficial ownership of such securities, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934, or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein.

F5 · ownership.nature: Class C Units of OpCo generally are convertible into units of limited partnership interests in OpCo entitled "OP Units" ("OP Units") at any time at the option of BSREP II at an initial conversion price of $14.75, subject to customary antidilution adjustments upon the occurrence of certain events and transactions. OP Units, in turn, generally are redeemable for shares of the Issuer's Common Stock on a one-for-one-basis or the cash value of a corresponding number of shares of Common Stock, at the election of the Issuer, in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo. Neither the Class C Units nor OP Units has an expiration date.

Read SEC document
February 27, 2019 Filed Feb 28, 2019 16:10 UTC Hospitality Investors Trust, Inc. NONE · Entity 137144 Exercise / conversionClass C Units · Derivative 14,898,060.78 $14.75 $219,746,396.51
Disclosure

SEC source: 0001140361-19-004049 · form4.xml · derivative · entry 1

BROOKFIELD ASSET MANAGEMENT INC. · CIK 0001001085 · Director · 10% owner

Partners Ltd · CIK 0001540229 · Director · 10% owner

Brookfield Holdings Canada Inc. · CIK 0001540230 · Director · 10% owner

Brookfield US Holdings Inc. · CIK 0001504722 · Director · 10% owner

Brookfield US Inc. · CIK 0001768973 · Director · 10% owner

BUSC Finance LLC · CIK 0001702556 · Director · 10% owner

Brookfield Property Group LLC · CIK 0001680278 · Director · 10% owner

Brookfield Strategic Real Estate Partners II GP of GP LLC · CIK 0001702615 · Director · 10% owner

Brookfield Strategic Real Estate Partners II GP L.P · CIK 0001702617 · Director · 10% owner

Brookfield Strategic Real Estate Partners II Hospitality REIT II LLC · CIK 0001702614 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Explanatory Responses

Disclosed balance after: 26,665,738.56

Underlying: OP Units · 14,898,060.78 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F7 · derivative.exercise_price: Class C Units of OpCo generally are convertible into units of limited partnership interests in OpCo entitled "OP Units" ("OP Units") at any time at the option of BSREP II at an initial conversion price of $14.75, subject to customary antidilution adjustments upon the occurrence of certain events and transactions. OP Units, in turn, generally are redeemable for shares of the Issuer's Common Stock on a one-for-one-basis or the cash value of a corresponding number of shares of Common Stock, at the election of the Issuer, in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo. Neither the Class C Units nor OP Units has an expiration date.

F1 · kind: Pursuant to, and subject to the terms and conditions of, the Securities Purchase, Voting and Standstill Agreement, dated as of January 12, 2017 (the "SPA") among Hospitality Investors Trust, Inc. (the "Issuer"), Hospitality Investors Trust Operating Partnership, L.P. ("OpCo") and Brookfield Strategic Real Estate Partners II Hospitality REIT II LLC, a Delaware limited liability company ("BSREP II"), the Issuer has the right to cause BSREP II to purchase units of limited partnership interests entitled Class C Units (the "Class C Units") at a price per Class C Unit of $14.75 (the "Second Follow-On Funding"). (continued in footnote 2)

F2 · kind: (continued from footnote 1) The amount of Class C Units the Issuer can cause BSREP II to purchase in the Second Follow-On Funding is limited to the number of Class C Units that would be sufficient to fully redeem all then-outstanding preferred equity interests of two indirect subsidiaries of the Issuer previously issued to finance a portion of the purchase price of certain hotels acquired in February 2015 (the "Grace Preferred Equity Interests"), which was 14,898,060.78 Class C Units as of February 27, 2019. On February 27, 2019, the Issuer caused BSREP II to purchase pursuant to the Second Follow-On Funding 14,898,060.78 Class C Units, which constitutes the Issuer's full exercise of its right to cause the Second Follow-On Funding. As a result of the foregoing transactions, BSREP II owns 26,665,738.56 Class C Units of OpCo (adjusted by .01 unit due to rounding).

F3 · kind: This Form 4 is being jointly filed by and on behalf of each of the following persons (each, a "Reporting Person"): (i) Brookfield Asset Management Inc., a corporation formed under the laws of Ontario, Canada ("BAM"); (ii) Partners Limited, a corporation formed under the laws of Ontario, Canada ("Partners Limited"); (iii) Brookfield Holdings Canada Inc., a corporation formed under the laws of Ontario, Canada ("BHC"); (iv) Brookfield US Holdings Inc., a corporation formed under the laws of Ontario, Canada ("BUSHI"); (v) Brookfield US Inc., a Delaware corporation ("BUSI"); (vi) BUSC Finance LLC, a Delaware limited liability company ("BUSC Finance"); (vii) Brookfield Property Master Holdings LLC, a Delaware limited liability company ("BPMH"); (continued in footnote 4)

F7 · derivative.expiration_date: Class C Units of OpCo generally are convertible into units of limited partnership interests in OpCo entitled "OP Units" ("OP Units") at any time at the option of BSREP II at an initial conversion price of $14.75, subject to customary antidilution adjustments upon the occurrence of certain events and transactions. OP Units, in turn, generally are redeemable for shares of the Issuer's Common Stock on a one-for-one-basis or the cash value of a corresponding number of shares of Common Stock, at the election of the Issuer, in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo. Neither the Class C Units nor OP Units has an expiration date.

F7 · derivative.underlying: Class C Units of OpCo generally are convertible into units of limited partnership interests in OpCo entitled "OP Units" ("OP Units") at any time at the option of BSREP II at an initial conversion price of $14.75, subject to customary antidilution adjustments upon the occurrence of certain events and transactions. OP Units, in turn, generally are redeemable for shares of the Issuer's Common Stock on a one-for-one-basis or the cash value of a corresponding number of shares of Common Stock, at the election of the Issuer, in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo. Neither the Class C Units nor OP Units has an expiration date.

F1 · balance_after: Pursuant to, and subject to the terms and conditions of, the Securities Purchase, Voting and Standstill Agreement, dated as of January 12, 2017 (the "SPA") among Hospitality Investors Trust, Inc. (the "Issuer"), Hospitality Investors Trust Operating Partnership, L.P. ("OpCo") and Brookfield Strategic Real Estate Partners II Hospitality REIT II LLC, a Delaware limited liability company ("BSREP II"), the Issuer has the right to cause BSREP II to purchase units of limited partnership interests entitled Class C Units (the "Class C Units") at a price per Class C Unit of $14.75 (the "Second Follow-On Funding"). (continued in footnote 2)

F2 · balance_after: (continued from footnote 1) The amount of Class C Units the Issuer can cause BSREP II to purchase in the Second Follow-On Funding is limited to the number of Class C Units that would be sufficient to fully redeem all then-outstanding preferred equity interests of two indirect subsidiaries of the Issuer previously issued to finance a portion of the purchase price of certain hotels acquired in February 2015 (the "Grace Preferred Equity Interests"), which was 14,898,060.78 Class C Units as of February 27, 2019. On February 27, 2019, the Issuer caused BSREP II to purchase pursuant to the Second Follow-On Funding 14,898,060.78 Class C Units, which constitutes the Issuer's full exercise of its right to cause the Second Follow-On Funding. As a result of the foregoing transactions, BSREP II owns 26,665,738.56 Class C Units of OpCo (adjusted by .01 unit due to rounding).

F1 · ownership.nature: Pursuant to, and subject to the terms and conditions of, the Securities Purchase, Voting and Standstill Agreement, dated as of January 12, 2017 (the "SPA") among Hospitality Investors Trust, Inc. (the "Issuer"), Hospitality Investors Trust Operating Partnership, L.P. ("OpCo") and Brookfield Strategic Real Estate Partners II Hospitality REIT II LLC, a Delaware limited liability company ("BSREP II"), the Issuer has the right to cause BSREP II to purchase units of limited partnership interests entitled Class C Units (the "Class C Units") at a price per Class C Unit of $14.75 (the "Second Follow-On Funding"). (continued in footnote 2)

F2 · ownership.nature: (continued from footnote 1) The amount of Class C Units the Issuer can cause BSREP II to purchase in the Second Follow-On Funding is limited to the number of Class C Units that would be sufficient to fully redeem all then-outstanding preferred equity interests of two indirect subsidiaries of the Issuer previously issued to finance a portion of the purchase price of certain hotels acquired in February 2015 (the "Grace Preferred Equity Interests"), which was 14,898,060.78 Class C Units as of February 27, 2019. On February 27, 2019, the Issuer caused BSREP II to purchase pursuant to the Second Follow-On Funding 14,898,060.78 Class C Units, which constitutes the Issuer's full exercise of its right to cause the Second Follow-On Funding. As a result of the foregoing transactions, BSREP II owns 26,665,738.56 Class C Units of OpCo (adjusted by .01 unit due to rounding).

F3 · ownership.nature: This Form 4 is being jointly filed by and on behalf of each of the following persons (each, a "Reporting Person"): (i) Brookfield Asset Management Inc., a corporation formed under the laws of Ontario, Canada ("BAM"); (ii) Partners Limited, a corporation formed under the laws of Ontario, Canada ("Partners Limited"); (iii) Brookfield Holdings Canada Inc., a corporation formed under the laws of Ontario, Canada ("BHC"); (iv) Brookfield US Holdings Inc., a corporation formed under the laws of Ontario, Canada ("BUSHI"); (v) Brookfield US Inc., a Delaware corporation ("BUSI"); (vi) BUSC Finance LLC, a Delaware limited liability company ("BUSC Finance"); (vii) Brookfield Property Master Holdings LLC, a Delaware limited liability company ("BPMH"); (continued in footnote 4)

F4 · ownership.nature: (continued from footnote 3) (viii) Brookfield Property Group LLC, a Delaware limited liability company ("BPG"); (ix) Brookfield Strategic Real Estate Partners II GP OF GP LLC, a Delaware limited liability company ("BSREP II GP of GP"); (x) Brookfield Strategic Real Estate Partners II GP L.P., a Delaware limited partnership ("BSREP II GP"); and (xi) BSREP II, which directly holds 26,665,738.56 Class C Units of OpCo (adjusted by .01 unit due to rounding) and owns 14,786 shares of the Issuer's common stock, par value $0.01 (the "Common Stock"), 7,210 shares of which are subject to forfeiture in respect of Lowell Baron's and Bruce Wiles's service as directors of the Issuer, through its wholly owned subsidiary BSREP II Hospitality II Board LLC, a Delaware limited liability company. (continued in footnote 5)

F5 · ownership.nature: (continued from footnote 4) On or about January 3, 2019, pursuant to an internal reorganization, Brookfield US Corporation, a Delaware corporation, merged with and into Brookfield Special Opportunities Inc. ("BSO"), with BSO surviving the merger as a wholly-owned subsidiary of BUSHI and the direct parent company of BUSC Finance. BSO subsequently changed its name to Brookfield US Inc.

F6 · ownership.nature: Each of the Reporting Persons may be deemed to beneficially own the securities of the Issuer beneficially owned by the Reporting Persons directly or indirectly controlled by it, but each disclaims beneficial ownership of such securities, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934, or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein.

F7 · ownership.nature: Class C Units of OpCo generally are convertible into units of limited partnership interests in OpCo entitled "OP Units" ("OP Units") at any time at the option of BSREP II at an initial conversion price of $14.75, subject to customary antidilution adjustments upon the occurrence of certain events and transactions. OP Units, in turn, generally are redeemable for shares of the Issuer's Common Stock on a one-for-one-basis or the cash value of a corresponding number of shares of Common Stock, at the election of the Issuer, in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo. Neither the Class C Units nor OP Units has an expiration date.

Read SEC document
December 31, 2018 Filed Jan 3, 2019 20:44 UTC Hospitality Investors Trust, Inc. NONE · Entity 137144 OtherClass C Units · Derivative 148,467.68 $0.00 $0.00
Disclosure

SEC source: 0001140361-19-000236 · form4.xml · derivative · entry 1

BROOKFIELD ASSET MANAGEMENT INC. · CIK 0001001085 · Director · 10% owner

Partners Ltd · CIK 0001540229 · Director · 10% owner

Brookfield Holdings Canada Inc. · CIK 0001540230 · Director · 10% owner

Brookfield US Holdings Inc. · CIK 0001504722 · Director · 10% owner

Brookfield US Corp · CIK 0001504721 · Director · 10% owner

BUSC Finance LLC · CIK 0001702556 · Director · 10% owner

Brookfield Property Group LLC · CIK 0001680278 · Director · 10% owner

Brookfield Strategic Real Estate Partners II GP of GP LLC · CIK 0001702615 · Director · 10% owner

Brookfield Strategic Real Estate Partners II GP L.P · CIK 0001702617 · Director · 10% owner

Brookfield Strategic Real Estate Partners II Hospitality REIT II LLC · CIK 0001702614 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Explanatory Responses

Disclosed balance after: 11,767,677.78

Underlying: OP Units · 148,467.68 shares

Expires not disclosed

F6 · derivative.exercise_price: Class C Units of OpCo generally are convertible into units of limited partnership interests in OpCo entitled "OP Units" ("OP Units") at any time at the option of BSREP II at an initial conversion price of $14.75, subject to customary antidilution adjustments upon the occurrence of certain events and transactions. OP Units, in turn, generally are redeemable for shares of the Issuer's Common Stock on a one-for-one-basis or the cash value of a corresponding number of shares of Common Stock, at the election of the Issuer, in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo. Neither the Class C Units nor OP Units has an expiration date.

F1 · kind: On December 31, 2018, Brookfield Strategic Real Estate Partners II Hospitality REIT II LLC, a Delaware limited liability company ("BSREP II"), received 148,467.68 units of limited partnership interests entitled "Class C Units" (the "Class C Units") in Hospitality Investors Trust Operating Partnership, L.P. ("OpCo") as a payment-in-kind dividend on 11,619,210.10 Class C Units (adjusted by .01 unit due to rounding) owned by BSREP II at the time of the dividend payment date in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo filed as Exhibit 4.2 to Hospitality Investors Trust, Inc.'s (the "Issuer") Current Report on Form 8-K filed on March 31, 2017. As a result of the foregoing transaction, BSREP II owns 11,767,677.78 Class C Units (adjusted by .01 unit due to rounding).

F6 · derivative.expiration_date: Class C Units of OpCo generally are convertible into units of limited partnership interests in OpCo entitled "OP Units" ("OP Units") at any time at the option of BSREP II at an initial conversion price of $14.75, subject to customary antidilution adjustments upon the occurrence of certain events and transactions. OP Units, in turn, generally are redeemable for shares of the Issuer's Common Stock on a one-for-one-basis or the cash value of a corresponding number of shares of Common Stock, at the election of the Issuer, in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo. Neither the Class C Units nor OP Units has an expiration date.

F6 · derivative.underlying: Class C Units of OpCo generally are convertible into units of limited partnership interests in OpCo entitled "OP Units" ("OP Units") at any time at the option of BSREP II at an initial conversion price of $14.75, subject to customary antidilution adjustments upon the occurrence of certain events and transactions. OP Units, in turn, generally are redeemable for shares of the Issuer's Common Stock on a one-for-one-basis or the cash value of a corresponding number of shares of Common Stock, at the election of the Issuer, in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo. Neither the Class C Units nor OP Units has an expiration date.

F1 · balance_after: On December 31, 2018, Brookfield Strategic Real Estate Partners II Hospitality REIT II LLC, a Delaware limited liability company ("BSREP II"), received 148,467.68 units of limited partnership interests entitled "Class C Units" (the "Class C Units") in Hospitality Investors Trust Operating Partnership, L.P. ("OpCo") as a payment-in-kind dividend on 11,619,210.10 Class C Units (adjusted by .01 unit due to rounding) owned by BSREP II at the time of the dividend payment date in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo filed as Exhibit 4.2 to Hospitality Investors Trust, Inc.'s (the "Issuer") Current Report on Form 8-K filed on March 31, 2017. As a result of the foregoing transaction, BSREP II owns 11,767,677.78 Class C Units (adjusted by .01 unit due to rounding).

F1 · ownership.nature: On December 31, 2018, Brookfield Strategic Real Estate Partners II Hospitality REIT II LLC, a Delaware limited liability company ("BSREP II"), received 148,467.68 units of limited partnership interests entitled "Class C Units" (the "Class C Units") in Hospitality Investors Trust Operating Partnership, L.P. ("OpCo") as a payment-in-kind dividend on 11,619,210.10 Class C Units (adjusted by .01 unit due to rounding) owned by BSREP II at the time of the dividend payment date in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo filed as Exhibit 4.2 to Hospitality Investors Trust, Inc.'s (the "Issuer") Current Report on Form 8-K filed on March 31, 2017. As a result of the foregoing transaction, BSREP II owns 11,767,677.78 Class C Units (adjusted by .01 unit due to rounding).

F2 · ownership.nature: This Form 4 is being jointly filed by and on behalf of each of the following persons (each, a "Reporting Person"): (i) Brookfield Asset Management Inc., a corporation formed under the laws of Ontario, Canada ("BAM"); (ii) Partners Limited, a corporation formed under the laws of Ontario, Canada ("Partners Limited"); (iii) Brookfield Holdings Canada Inc., a corporation formed under the laws of Ontario, Canada ("BHC"); (iv) Brookfield US Holdings Inc., a corporation formed under the laws of Ontario, Canada ("BUSHI"); (v) Brookfield US Corporation, a Delaware corporation ("BUSC"); (vi) BUSC Finance LLC, a Delaware limited liability company ("BUSC Finance"); (vii) Brookfield Property Master Holdings LLC, a Delaware limited liability company ("BPMH"); (continued in footnote 3)

F3 · ownership.nature: (continued from footnote 2) (viii) Brookfield Property Group LLC, a Delaware limited liability company ("BPG"); (ix) Brookfield Strategic Real Estate Partners II GP OF GP LLC, a Delaware limited liability company ("BSREP II GP of GP"); (x) Brookfield Strategic Real Estate Partners II GP L.P., a Delaware limited partnership ("BSREP II GP"); and (xi) BSREP II, which directly holds 11,767,677.78 Class C Units of OpCo (adjusted by .01 unit due to rounding) and owns 14,786 shares of the Issuer's common stock, par value $0.01 (the "Common Stock"), 7,210 shares of which are subject to forfeiture in respect of Lowell Baron's and Bruce Wiles's service as directors of the Issuer, through its wholly owned subsidiary BSREP II Hospitality II Board LLC, a Delaware limited liability company. (continued in footnote 4)

F4 · ownership.nature: (continued from footnote 3) On or about January 3, 2019, pursuant to an internal reorganization, BUSC is expected to merge with and into Brookfield Special Opportunities Inc., a Delaware corporation, with Brookfield Special Opportunities Inc. surviving the merger as a wholly-owned subsidiary of BUSHI and the direct parent company of BUSC Finance.

F5 · ownership.nature: Each of the Reporting Persons may be deemed to beneficially own the securities of the Issuer beneficially owned by the Reporting Persons directly or indirectly controlled by it, but each disclaims beneficial ownership of such securities, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934, or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein.

F6 · ownership.nature: Class C Units of OpCo generally are convertible into units of limited partnership interests in OpCo entitled "OP Units" ("OP Units") at any time at the option of BSREP II at an initial conversion price of $14.75, subject to customary antidilution adjustments upon the occurrence of certain events and transactions. OP Units, in turn, generally are redeemable for shares of the Issuer's Common Stock on a one-for-one-basis or the cash value of a corresponding number of shares of Common Stock, at the election of the Issuer, in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo. Neither the Class C Units nor OP Units has an expiration date.

Read SEC document
September 28, 2018 Filed Oct 2, 2018 17:20 UTC Hospitality Investors Trust, Inc. NONE · Entity 137144 OtherClass C Units · Derivative 146,594.53 $0.00 $0.00
Disclosure

SEC source: 0001140361-18-039882 · form4.xml · derivative · entry 1

BROOKFIELD ASSET MANAGEMENT INC. · CIK 0001001085 · Director · 10% owner

Partners Ltd · CIK 0001540229 · Director · 10% owner

Brookfield Holdings Canada Inc. · CIK 0001540230 · Director · 10% owner

Brookfield US Holdings Inc. · CIK 0001504722 · Director · 10% owner

Brookfield US Corp · CIK 0001504721 · Director · 10% owner

BUSC Finance LLC · CIK 0001702556 · Director · 10% owner

Brookfield Property Group LLC · CIK 0001680278 · Director · 10% owner

Brookfield Strategic Real Estate Partners II GP of GP LLC · CIK 0001702615 · Director · 10% owner

Brookfield Strategic Real Estate Partners II GP L.P · CIK 0001702617 · Director · 10% owner

Brookfield Strategic Real Estate Partners II Hospitality REIT II LLC · CIK 0001702614 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Explanatory Responses

Disclosed balance after: 11,619,210.1

Underlying: OP Units · 146,594.53 shares

Expires not disclosed

F5 · derivative.exercise_price: Class C Units of OpCo generally are convertible into units of limited partnership interests in OpCo entitled "OP Units" ("OP Units") at any time at the option of BSREP II at an initial conversion price of $14.75, subject to customary antidilution adjustments upon the occurrence of certain events and transactions. OP Units, in turn, generally are redeemable for shares of the Issuer's Common Stock on a one-for-one-basis or the cash value of a corresponding number of shares of Common Stock, at the election of the Issuer, in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo. Neither the Class C Units nor OP Units has an expiration date.

F1 · kind: On September 28, 2018, Brookfield Strategic Real Estate Partners II Hospitality REIT II LLC, a Delaware limited liability company ("BSREP II"), received 146,594.53 units of limited partnership interests entitled "Class C Units" (the "Class C Units") in Hospitality Investors Trust Operating Partnership, L.P. ("OpCo") as a payment-in-kind dividend on 11,472,615.57 Class C Units (adjusted by .01 unit due to rounding) owned by BSREP II at the time of the dividend payment date in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo filed as Exhibit 4.2 to Hospitality Investors Trust, Inc.'s (the "Issuer") Current Report on Form 8-K filed on March 31, 2017. As a result of the foregoing transaction, BSREP II owns 11,619,210.10 Class C Units (adjusted by .01 unit due to rounding).

F5 · derivative.expiration_date: Class C Units of OpCo generally are convertible into units of limited partnership interests in OpCo entitled "OP Units" ("OP Units") at any time at the option of BSREP II at an initial conversion price of $14.75, subject to customary antidilution adjustments upon the occurrence of certain events and transactions. OP Units, in turn, generally are redeemable for shares of the Issuer's Common Stock on a one-for-one-basis or the cash value of a corresponding number of shares of Common Stock, at the election of the Issuer, in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo. Neither the Class C Units nor OP Units has an expiration date.

F5 · derivative.underlying: Class C Units of OpCo generally are convertible into units of limited partnership interests in OpCo entitled "OP Units" ("OP Units") at any time at the option of BSREP II at an initial conversion price of $14.75, subject to customary antidilution adjustments upon the occurrence of certain events and transactions. OP Units, in turn, generally are redeemable for shares of the Issuer's Common Stock on a one-for-one-basis or the cash value of a corresponding number of shares of Common Stock, at the election of the Issuer, in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo. Neither the Class C Units nor OP Units has an expiration date.

F1 · balance_after: On September 28, 2018, Brookfield Strategic Real Estate Partners II Hospitality REIT II LLC, a Delaware limited liability company ("BSREP II"), received 146,594.53 units of limited partnership interests entitled "Class C Units" (the "Class C Units") in Hospitality Investors Trust Operating Partnership, L.P. ("OpCo") as a payment-in-kind dividend on 11,472,615.57 Class C Units (adjusted by .01 unit due to rounding) owned by BSREP II at the time of the dividend payment date in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo filed as Exhibit 4.2 to Hospitality Investors Trust, Inc.'s (the "Issuer") Current Report on Form 8-K filed on March 31, 2017. As a result of the foregoing transaction, BSREP II owns 11,619,210.10 Class C Units (adjusted by .01 unit due to rounding).

F1 · ownership.nature: On September 28, 2018, Brookfield Strategic Real Estate Partners II Hospitality REIT II LLC, a Delaware limited liability company ("BSREP II"), received 146,594.53 units of limited partnership interests entitled "Class C Units" (the "Class C Units") in Hospitality Investors Trust Operating Partnership, L.P. ("OpCo") as a payment-in-kind dividend on 11,472,615.57 Class C Units (adjusted by .01 unit due to rounding) owned by BSREP II at the time of the dividend payment date in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo filed as Exhibit 4.2 to Hospitality Investors Trust, Inc.'s (the "Issuer") Current Report on Form 8-K filed on March 31, 2017. As a result of the foregoing transaction, BSREP II owns 11,619,210.10 Class C Units (adjusted by .01 unit due to rounding).

F2 · ownership.nature: This Form 4 is being jointly filed by and on behalf of each of the following persons (each, a "Reporting Person"): (i) Brookfield Asset Management Inc., a corporation formed under the laws of Ontario, Canada ("BAM"); (ii) Partners Limited, a corporation formed under the laws of Ontario, Canada ("Partners Limited"); (iii) Brookfield Holdings Canada Inc., a corporation formed under the laws of Ontario, Canada ("BHC"); (iv) Brookfield US Holdings Inc., a corporation formed under the laws of Ontario, Canada ("BUSHI"); (v) Brookfield US Corporation, a Delaware corporation ("BUSC"); (vi) BUSC Finance LLC, a Delaware limited liability company ("BUSC Finance") (vii) Brookfield Property Group LLC, a Delaware limited liability company ("BPG"); (continued in footnote 3)

F3 · ownership.nature: (continued from footnote 2) (viii) Brookfield Strategic Real Estate Partners II GP OF GP LLC, a Delaware limited liability company ("BSREP II GP of GP"); (ix) Brookfield Strategic Real Estate Partners II GP L.P., a Delaware limited partnership ("BSREP II GP"); and (x) BSREP II, which directly holds 11,619,210.10 Class C Units of OpCo (adjusted by .01 unit due to rounding) and owns 14,786 shares of the Issuer's common stock, par value $0.01 (the "Common Stock"), 7,210 shares of which are subject to forfeiture in respect of Lowell Baron's and Bruce Wiles's service as directors of the Issuer, through its wholly owned subsidiary BSREP II Hospitality II Board LLC, a Delaware limited liability company.

F4 · ownership.nature: Each of the Reporting Persons may be deemed to beneficially own the securities of the Issuer beneficially owned by the Reporting Persons directly or indirectly controlled by it, but each disclaims beneficial ownership of such securities, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934, or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein.

F5 · ownership.nature: Class C Units of OpCo generally are convertible into units of limited partnership interests in OpCo entitled "OP Units" ("OP Units") at any time at the option of BSREP II at an initial conversion price of $14.75, subject to customary antidilution adjustments upon the occurrence of certain events and transactions. OP Units, in turn, generally are redeemable for shares of the Issuer's Common Stock on a one-for-one-basis or the cash value of a corresponding number of shares of Common Stock, at the election of the Issuer, in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo. Neither the Class C Units nor OP Units has an expiration date.

Read SEC document
August 27, 2018 Filed Aug 29, 2018 18:52 UTC Brookfield Property REIT Inc. GGP · Entity 136893 Disposition to issuerSeries B Preferred Stock · Derivative 24,063,298 Not disclosed Not disclosed
Disclosure

SEC source: 0001144204-18-047184 · tv501755_4.xml · derivative · entry 6

Brookfield Holdings Canada Inc. · CIK 0001540230 · Director · 10% owner · Director by deputization ***

Brookfield US Holdings Inc. · CIK 0001504722 · Director · 10% owner · Director by deputization

Brookfield US Corp · CIK 0001504721 · Director · 10% owner · Director by deputization

Brookfield Property Group LLC · CIK 0001680278 · Director · 10% owner · Director by deputization

BUSC Finance LLC · CIK 0001702556 · Director · 10% owner · Director by deputization

Brookfield Asset Management Private Institutional Capital Adviser US, LLC · CIK 0001590912 · Director · 10% owner · Director by deputization

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnote

Disclosed balance after: 0

Underlying: Common Stock · 24,063,298 shares

Expires not disclosed

F4 · derivative.exercise_price: See Exhibit 99.1; Note 4.

F4 · price: See Exhibit 99.1; Note 4.

F4 · derivative.exercise_date: See Exhibit 99.1; Note 4.

F4 · derivative.expiration_date: See Exhibit 99.1; Note 4.

F3 · ownership.nature: See Exhibit 99.1; Note 3.

F4 · ownership.nature: See Exhibit 99.1; Note 4.

Read SEC document
August 27, 2018 Filed Aug 29, 2018 18:52 UTC Brookfield Property REIT Inc. GGP · Entity 136893 Disposition to issuerSeries B Preferred Stock · Derivative 351,958 Not disclosed Not disclosed
Disclosure

SEC source: 0001144204-18-047184 · tv501755_4.xml · derivative · entry 5

Brookfield Holdings Canada Inc. · CIK 0001540230 · Director · 10% owner · Director by deputization ***

Brookfield US Holdings Inc. · CIK 0001504722 · Director · 10% owner · Director by deputization

Brookfield US Corp · CIK 0001504721 · Director · 10% owner · Director by deputization

Brookfield Property Group LLC · CIK 0001680278 · Director · 10% owner · Director by deputization

BUSC Finance LLC · CIK 0001702556 · Director · 10% owner · Director by deputization

Brookfield Asset Management Private Institutional Capital Adviser US, LLC · CIK 0001590912 · Director · 10% owner · Director by deputization

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnote

Disclosed balance after: 0

Underlying: Common Stock · 351,958 shares

Expires not disclosed

F4 · derivative.exercise_price: See Exhibit 99.1; Note 4.

F4 · price: See Exhibit 99.1; Note 4.

F4 · derivative.exercise_date: See Exhibit 99.1; Note 4.

F4 · derivative.expiration_date: See Exhibit 99.1; Note 4.

F2 · ownership.nature: See Exhibit 99.1; Note 2.

F4 · ownership.nature: See Exhibit 99.1; Note 4.

Read SEC document
August 27, 2018 Filed Aug 29, 2018 18:52 UTC Brookfield Property REIT Inc. GGP · Entity 136893 Disposition to issuerSeries B Preferred Stock · Derivative 124,985,577 Not disclosed Not disclosed
Disclosure

SEC source: 0001144204-18-047184 · tv501755_4.xml · derivative · entry 4

Brookfield Holdings Canada Inc. · CIK 0001540230 · Director · 10% owner · Director by deputization ***

Brookfield US Holdings Inc. · CIK 0001504722 · Director · 10% owner · Director by deputization

Brookfield US Corp · CIK 0001504721 · Director · 10% owner · Director by deputization

Brookfield Property Group LLC · CIK 0001680278 · Director · 10% owner · Director by deputization

BUSC Finance LLC · CIK 0001702556 · Director · 10% owner · Director by deputization

Brookfield Asset Management Private Institutional Capital Adviser US, LLC · CIK 0001590912 · Director · 10% owner · Director by deputization

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnote

Disclosed balance after: 0

Underlying: Common Stock · 124,985,577 shares

Expires not disclosed

F4 · derivative.exercise_price: See Exhibit 99.1; Note 4.

F4 · price: See Exhibit 99.1; Note 4.

F4 · derivative.exercise_date: See Exhibit 99.1; Note 4.

F4 · derivative.expiration_date: See Exhibit 99.1; Note 4.

F1 · ownership.nature: See Exhibit 99.1; Note 1.

F4 · ownership.nature: See Exhibit 99.1; Note 4.

Read SEC document
August 27, 2018 Filed Aug 29, 2018 18:52 UTC Brookfield Property REIT Inc. GGP · Entity 136893 GrantClass B Stock, par value $0.01 per share 24,063,298 Not disclosed Not disclosed
Disclosure

SEC source: 0001144204-18-047184 · tv501755_4.xml · nonDerivative · entry 3

Brookfield Holdings Canada Inc. · CIK 0001540230 · Director · 10% owner · Director by deputization ***

Brookfield US Holdings Inc. · CIK 0001504722 · Director · 10% owner · Director by deputization

Brookfield US Corp · CIK 0001504721 · Director · 10% owner · Director by deputization

Brookfield Property Group LLC · CIK 0001680278 · Director · 10% owner · Director by deputization

BUSC Finance LLC · CIK 0001702556 · Director · 10% owner · Director by deputization

Brookfield Asset Management Private Institutional Capital Adviser US, LLC · CIK 0001590912 · Director · 10% owner · Director by deputization

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnote

Disclosed balance after: 24,063,298

F4 · price: See Exhibit 99.1; Note 4.

F3 · ownership.nature: See Exhibit 99.1; Note 3.

F4 · ownership.nature: See Exhibit 99.1; Note 4.

Read SEC document
August 27, 2018 Filed Aug 29, 2018 18:52 UTC Brookfield Property REIT Inc. GGP · Entity 136893 GrantClass B Stock, par value $0.01 per share 351,958 Not disclosed Not disclosed
Disclosure

SEC source: 0001144204-18-047184 · tv501755_4.xml · nonDerivative · entry 2

Brookfield Holdings Canada Inc. · CIK 0001540230 · Director · 10% owner · Director by deputization ***

Brookfield US Holdings Inc. · CIK 0001504722 · Director · 10% owner · Director by deputization

Brookfield US Corp · CIK 0001504721 · Director · 10% owner · Director by deputization

Brookfield Property Group LLC · CIK 0001680278 · Director · 10% owner · Director by deputization

BUSC Finance LLC · CIK 0001702556 · Director · 10% owner · Director by deputization

Brookfield Asset Management Private Institutional Capital Adviser US, LLC · CIK 0001590912 · Director · 10% owner · Director by deputization

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnote

Disclosed balance after: 351,958

F4 · price: See Exhibit 99.1; Note 4.

F2 · ownership.nature: See Exhibit 99.1; Note 2.

F4 · ownership.nature: See Exhibit 99.1; Note 4.

Read SEC document
August 27, 2018 Filed Aug 29, 2018 18:52 UTC Brookfield Property REIT Inc. GGP · Entity 136893 GrantClass B Stock, par value $0.01 per share 124,985,577 Not disclosed Not disclosed
Disclosure

SEC source: 0001144204-18-047184 · tv501755_4.xml · nonDerivative · entry 1

Brookfield Holdings Canada Inc. · CIK 0001540230 · Director · 10% owner · Director by deputization ***

Brookfield US Holdings Inc. · CIK 0001504722 · Director · 10% owner · Director by deputization

Brookfield US Corp · CIK 0001504721 · Director · 10% owner · Director by deputization

Brookfield Property Group LLC · CIK 0001680278 · Director · 10% owner · Director by deputization

BUSC Finance LLC · CIK 0001702556 · Director · 10% owner · Director by deputization

Brookfield Asset Management Private Institutional Capital Adviser US, LLC · CIK 0001590912 · Director · 10% owner · Director by deputization

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnote

Disclosed balance after: 124,985,577

F4 · price: See Exhibit 99.1; Note 4.

F1 · ownership.nature: See Exhibit 99.1; Note 1.

F4 · ownership.nature: See Exhibit 99.1; Note 4.

Read SEC document
July 27, 2018 Filed Jul 31, 2018 19:51 UTC Brookfield Property REIT Inc. GGP · Entity 136893 OtherSeries B Preferred Stock · Derivative 24,063,298 Not disclosed Not disclosed
Disclosure

SEC source: 0001144204-18-041198 · tv499668_4.xml · derivative · entry 6

Brookfield Holdings Canada Inc. · CIK 0001540230 · Director · 10% owner · Director by deputization ***

Brookfield US Holdings Inc. · CIK 0001504722 · Director · 10% owner · Director by deputization ***

Brookfield US Corp · CIK 0001504721 · Director · 10% owner · Director by deputization ***

Brookfield Property Group LLC · CIK 0001680278 · Director · 10% owner · Director by deputization ***

BUSC Finance LLC · CIK 0001702556 · Director · 10% owner · Director by deputization ***

Brookfield Asset Management Private Institutional Capital Adviser US, LLC · CIK 0001590912 · Director · 10% owner · Director by deputization ***

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnotes

Disclosed balance after: 24,063,298

Underlying: Common Stock · 24,063,298 shares

Expires not disclosed

F4 · derivative.exercise_price: See Exhibit 99.1; Note 4.

F4 · price: See Exhibit 99.1; Note 4.

F4 · derivative.exercise_date: See Exhibit 99.1; Note 4.

F4 · derivative.expiration_date: See Exhibit 99.1; Note 4.

F3 · ownership.nature: See Exhibit 99.1; Note 3.

F4 · ownership.nature: See Exhibit 99.1; Note 4.

Read SEC document
July 27, 2018 Filed Jul 31, 2018 19:51 UTC Brookfield Property REIT Inc. GGP · Entity 136893 OtherSeries B Preferred Stock · Derivative 351,958 Not disclosed Not disclosed
Disclosure

SEC source: 0001144204-18-041198 · tv499668_4.xml · derivative · entry 5

Brookfield Holdings Canada Inc. · CIK 0001540230 · Director · 10% owner · Director by deputization ***

Brookfield US Holdings Inc. · CIK 0001504722 · Director · 10% owner · Director by deputization ***

Brookfield US Corp · CIK 0001504721 · Director · 10% owner · Director by deputization ***

Brookfield Property Group LLC · CIK 0001680278 · Director · 10% owner · Director by deputization ***

BUSC Finance LLC · CIK 0001702556 · Director · 10% owner · Director by deputization ***

Brookfield Asset Management Private Institutional Capital Adviser US, LLC · CIK 0001590912 · Director · 10% owner · Director by deputization ***

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnotes

Disclosed balance after: 351,958

Underlying: Common Stock · 351,958 shares

Expires not disclosed

F4 · derivative.exercise_price: See Exhibit 99.1; Note 4.

F4 · price: See Exhibit 99.1; Note 4.

F4 · derivative.exercise_date: See Exhibit 99.1; Note 4.

F4 · derivative.expiration_date: See Exhibit 99.1; Note 4.

F2 · ownership.nature: See Exhibit 99.1; Note 2.

F4 · ownership.nature: See Exhibit 99.1; Note 4.

Read SEC document
July 27, 2018 Filed Jul 31, 2018 19:51 UTC Brookfield Property REIT Inc. GGP · Entity 136893 OtherSeries B Preferred Stock · Derivative 79,094,965 Not disclosed Not disclosed
Disclosure

SEC source: 0001144204-18-041198 · tv499668_4.xml · derivative · entry 4

Brookfield Holdings Canada Inc. · CIK 0001540230 · Director · 10% owner · Director by deputization ***

Brookfield US Holdings Inc. · CIK 0001504722 · Director · 10% owner · Director by deputization ***

Brookfield US Corp · CIK 0001504721 · Director · 10% owner · Director by deputization ***

Brookfield Property Group LLC · CIK 0001680278 · Director · 10% owner · Director by deputization ***

BUSC Finance LLC · CIK 0001702556 · Director · 10% owner · Director by deputization ***

Brookfield Asset Management Private Institutional Capital Adviser US, LLC · CIK 0001590912 · Director · 10% owner · Director by deputization ***

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnotes

Disclosed balance after: 79,094,965

Underlying: Common Stock · 79,094,965 shares

Expires not disclosed

F4 · derivative.exercise_price: See Exhibit 99.1; Note 4.

F4 · price: See Exhibit 99.1; Note 4.

F4 · derivative.exercise_date: See Exhibit 99.1; Note 4.

F4 · derivative.expiration_date: See Exhibit 99.1; Note 4.

F1 · ownership.nature: See Exhibit 99.1; Note 1.

F4 · ownership.nature: See Exhibit 99.1; Note 4.

Read SEC document
July 27, 2018 Filed Jul 31, 2018 19:51 UTC Brookfield Property REIT Inc. GGP · Entity 136893 OtherCommon Stock, par value $0.01 per share 24,063,298 Not disclosed Not disclosed
Disclosure

SEC source: 0001144204-18-041198 · tv499668_4.xml · nonDerivative · entry 3

Brookfield Holdings Canada Inc. · CIK 0001540230 · Director · 10% owner · Director by deputization ***

Brookfield US Holdings Inc. · CIK 0001504722 · Director · 10% owner · Director by deputization ***

Brookfield US Corp · CIK 0001504721 · Director · 10% owner · Director by deputization ***

Brookfield Property Group LLC · CIK 0001680278 · Director · 10% owner · Director by deputization ***

BUSC Finance LLC · CIK 0001702556 · Director · 10% owner · Director by deputization ***

Brookfield Asset Management Private Institutional Capital Adviser US, LLC · CIK 0001590912 · Director · 10% owner · Director by deputization ***

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnotes

Disclosed balance after: 0

F3 · price: See Exhibit 99.1; Note 3.

F3 · ownership.nature: See Exhibit 99.1; Note 3.

F4 · ownership.nature: See Exhibit 99.1; Note 4.

Read SEC document
July 27, 2018 Filed Jul 31, 2018 19:51 UTC Brookfield Property REIT Inc. GGP · Entity 136893 OtherCommon Stock, par value $0.01 per share 351,958 Not disclosed Not disclosed
Disclosure

SEC source: 0001144204-18-041198 · tv499668_4.xml · nonDerivative · entry 2

Brookfield Holdings Canada Inc. · CIK 0001540230 · Director · 10% owner · Director by deputization ***

Brookfield US Holdings Inc. · CIK 0001504722 · Director · 10% owner · Director by deputization ***

Brookfield US Corp · CIK 0001504721 · Director · 10% owner · Director by deputization ***

Brookfield Property Group LLC · CIK 0001680278 · Director · 10% owner · Director by deputization ***

BUSC Finance LLC · CIK 0001702556 · Director · 10% owner · Director by deputization ***

Brookfield Asset Management Private Institutional Capital Adviser US, LLC · CIK 0001590912 · Director · 10% owner · Director by deputization ***

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnotes

Disclosed balance after: 0

F2 · price: See Exhibit 99.1; Note 2.

F2 · ownership.nature: See Exhibit 99.1; Note 2.

F4 · ownership.nature: See Exhibit 99.1; Note 4.

Read SEC document
July 27, 2018 Filed Jul 31, 2018 19:51 UTC Brookfield Property REIT Inc. GGP · Entity 136893 OtherCommon Stock, par value $0.01 per share 79,094,965 Not disclosed Not disclosed
Disclosure

SEC source: 0001144204-18-041198 · tv499668_4.xml · nonDerivative · entry 1

Brookfield Holdings Canada Inc. · CIK 0001540230 · Director · 10% owner · Director by deputization ***

Brookfield US Holdings Inc. · CIK 0001504722 · Director · 10% owner · Director by deputization ***

Brookfield US Corp · CIK 0001504721 · Director · 10% owner · Director by deputization ***

Brookfield Property Group LLC · CIK 0001680278 · Director · 10% owner · Director by deputization ***

BUSC Finance LLC · CIK 0001702556 · Director · 10% owner · Director by deputization ***

Brookfield Asset Management Private Institutional Capital Adviser US, LLC · CIK 0001590912 · Director · 10% owner · Director by deputization ***

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnotes

Disclosed balance after: 0

F1 · price: See Exhibit 99.1; Note 1.

F1 · ownership.nature: See Exhibit 99.1; Note 1.

F4 · ownership.nature: See Exhibit 99.1; Note 4.

Read SEC document
July 02, 2018 Filed Jul 3, 2018 16:42 UTC Hospitality Investors Trust, Inc. NONE · Entity 137144 GrantCommon Stock, par value $0.01 7,210 $0.00 $0.00
Disclosure

SEC source: 0001140361-18-031161 · form4.xml · nonDerivative · entry 1

BROOKFIELD ASSET MANAGEMENT INC. · CIK 0001001085 · Director · 10% owner

Partners Ltd · CIK 0001540229 · Director · 10% owner

Brookfield Holdings Canada Inc. · CIK 0001540230 · Director · 10% owner

Brookfield US Holdings Inc. · CIK 0001504722 · Director · 10% owner

Brookfield US Corp · CIK 0001504721 · Director · 10% owner

BUSC Finance LLC · CIK 0001702556 · Director · 10% owner

Brookfield Property Group LLC · CIK 0001680278 · Director · 10% owner

Brookfield Strategic Real Estate Partners II GP of GP LLC · CIK 0001702615 · Director · 10% owner

Brookfield Strategic Real Estate Partners II GP L.P · CIK 0001702617 · Director · 10% owner

Brookfield Strategic Real Estate Partners II Hospitality REIT II LLC · CIK 0001702614 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See explanatory responses

Disclosed balance after: 14,786

F2 · kind: BSREP II Hospitality II Board LLC, a Delaware limited liability company ("BSREP II Board"), is a wholly owned subsidiary of BSREP II. BSREP II has the right to designate two appointees to the board of directors of the Issuer (the "Board") pursuant to its rights as holder of the Redeemable Preferred Share, par value $0.01 per share, of the Issuer. Lowell Grant Baron and Bruce G. Wiles serve as directors on the Board at the request of BSREP II.

F3 · kind: On July 2, 2018, the Issuer granted BSREP II Board 7,210 shares of the Issuer's common stock, par value $0.01 (the "Common Stock"), subject to forfeiture (the "Restricted Shares") in respect of Mr. Baron's and Mr. Wiles's service as directors of the Issuer. Such 7,210 Restricted Shares vest on the earliest of (i) the date of the annual meeting of the Board in 2019; (ii) July 2, 2019; and (iii) a Change in Control, as such term is defined in the Amended and Restated Employee and Director Incentive Restricted Share Plan of the Issuer, provided that, as of each such date, BSREP II Board or its affiliate retains the right to appoint designees to the Board. BSREP II owns such 7,210 Restricted Shares through its wholly owned subsidiary BSREP II Board. As a result of the foregoing transaction, BSREP II owns 14,786 Restricted Shares through BSREP II Board.

F2 · ownership.nature: BSREP II Hospitality II Board LLC, a Delaware limited liability company ("BSREP II Board"), is a wholly owned subsidiary of BSREP II. BSREP II has the right to designate two appointees to the board of directors of the Issuer (the "Board") pursuant to its rights as holder of the Redeemable Preferred Share, par value $0.01 per share, of the Issuer. Lowell Grant Baron and Bruce G. Wiles serve as directors on the Board at the request of BSREP II.

F3 · ownership.nature: On July 2, 2018, the Issuer granted BSREP II Board 7,210 shares of the Issuer's common stock, par value $0.01 (the "Common Stock"), subject to forfeiture (the "Restricted Shares") in respect of Mr. Baron's and Mr. Wiles's service as directors of the Issuer. Such 7,210 Restricted Shares vest on the earliest of (i) the date of the annual meeting of the Board in 2019; (ii) July 2, 2019; and (iii) a Change in Control, as such term is defined in the Amended and Restated Employee and Director Incentive Restricted Share Plan of the Issuer, provided that, as of each such date, BSREP II Board or its affiliate retains the right to appoint designees to the Board. BSREP II owns such 7,210 Restricted Shares through its wholly owned subsidiary BSREP II Board. As a result of the foregoing transaction, BSREP II owns 14,786 Restricted Shares through BSREP II Board.

F4 · ownership.nature: This Form 4 is being jointly filed by and on behalf of each of the following persons (each, a "Reporting Person"): (i) Brookfield Asset Management Inc., a corporation formed under the laws of Ontario, Canada ("BAM"); (ii) Partners Limited, a corporation formed under the laws of Ontario, Canada ("Partners Limited"); (iii) Brookfield Holdings Canada Inc., a corporation formed under the laws of Ontario, Canada ("BHC"); (iv) Brookfield US Holdings Inc., a corporation formed under the laws of Ontario, Canada ("BUSHI"); (v) Brookfield US Corporation, a Delaware corporation ("BUSC"); (vi) BUSC Finance LLC, a Delaware limited liability company ("BUSC Finance") (vii) Brookfield Property Group LLC, a Delaware limited liability company ("BPG"); (continued in footnote 5)

F5 · ownership.nature: (continued from footnote 4) (viii) Brookfield Strategic Real Estate Partners II GP OF GP LLC, a Delaware limited liability company ("BSREP II GP of GP"); (ix) Brookfield Strategic Real Estate Partners II GP L.P., a Delaware limited partnership ("BSREP II GP"); and (x) BSREP II, which directly holds 11,472,615.57 Class C Units of OpCo (adjusted by .01 unit due to rounding) and owns 14,786 Restricted Shares through BSREP II Board.

F6 · ownership.nature: Each of the Reporting Persons may be deemed to beneficially own the securities of the Issuer beneficially owned by the Reporting Persons directly or indirectly controlled by it, but each disclaims beneficial ownership of such securities, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934, or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein.

Read SEC document
June 29, 2018 Filed Jul 3, 2018 16:42 UTC Hospitality Investors Trust, Inc. NONE · Entity 137144 OtherClass C Units · Derivative 143,191.33 $0.00 $0.00
Disclosure

SEC source: 0001140361-18-031161 · form4.xml · derivative · entry 2

BROOKFIELD ASSET MANAGEMENT INC. · CIK 0001001085 · Director · 10% owner

Partners Ltd · CIK 0001540229 · Director · 10% owner

Brookfield Holdings Canada Inc. · CIK 0001540230 · Director · 10% owner

Brookfield US Holdings Inc. · CIK 0001504722 · Director · 10% owner

Brookfield US Corp · CIK 0001504721 · Director · 10% owner

BUSC Finance LLC · CIK 0001702556 · Director · 10% owner

Brookfield Property Group LLC · CIK 0001680278 · Director · 10% owner

Brookfield Strategic Real Estate Partners II GP of GP LLC · CIK 0001702615 · Director · 10% owner

Brookfield Strategic Real Estate Partners II GP L.P · CIK 0001702617 · Director · 10% owner

Brookfield Strategic Real Estate Partners II Hospitality REIT II LLC · CIK 0001702614 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Explanatory Responses

Disclosed balance after: 11,472,615.57

Underlying: OP Units · 143,191.33 shares

Expires not disclosed

F7 · derivative.exercise_price: Class C Units of OpCo generally are convertible into units of limited partnership interests in OpCo entitled "OP Units" ("OP Units") at any time at the option of BSREP II at an initial conversion price of $14.75, subject to customary antidilution adjustments upon the occurrence of certain events and transactions. OP Units, in turn, generally are redeemable for shares of the Issuer's Common Stock on a one-for-one-basis or the cash value of a corresponding number of shares of Common Stock, at the election of the Issuer, in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo. Neither the Class C Units nor OP Units has an expiration date.

F1 · kind: On June 29, 2018, Brookfield Strategic Real Estate Partners II Hospitality REIT II LLC, a Delaware limited liability company ("BSREP II"), received 143,191.33 units of limited partnership interests entitled "Class C Units" (the "Class C Units") in Hospitality Investors Trust Operating Partnership, L.P. ("OpCo") as a payment-in-kind dividend on 11,329,424.23 Class C Units owned by BSREP II at the time of the dividend payment date in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo filed as Exhibit 4.2 to Hospitality Investors Trust, Inc.'s (the "Issuer") Current Report on Form 8-K filed on March 31, 2017. As a result of the foregoing transaction, BSREP II owns 11,472,615.57 Class C Units (adjusted by .01 unit due to rounding).

F7 · derivative.expiration_date: Class C Units of OpCo generally are convertible into units of limited partnership interests in OpCo entitled "OP Units" ("OP Units") at any time at the option of BSREP II at an initial conversion price of $14.75, subject to customary antidilution adjustments upon the occurrence of certain events and transactions. OP Units, in turn, generally are redeemable for shares of the Issuer's Common Stock on a one-for-one-basis or the cash value of a corresponding number of shares of Common Stock, at the election of the Issuer, in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo. Neither the Class C Units nor OP Units has an expiration date.

F7 · derivative.underlying: Class C Units of OpCo generally are convertible into units of limited partnership interests in OpCo entitled "OP Units" ("OP Units") at any time at the option of BSREP II at an initial conversion price of $14.75, subject to customary antidilution adjustments upon the occurrence of certain events and transactions. OP Units, in turn, generally are redeemable for shares of the Issuer's Common Stock on a one-for-one-basis or the cash value of a corresponding number of shares of Common Stock, at the election of the Issuer, in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo. Neither the Class C Units nor OP Units has an expiration date.

F1 · balance_after: On June 29, 2018, Brookfield Strategic Real Estate Partners II Hospitality REIT II LLC, a Delaware limited liability company ("BSREP II"), received 143,191.33 units of limited partnership interests entitled "Class C Units" (the "Class C Units") in Hospitality Investors Trust Operating Partnership, L.P. ("OpCo") as a payment-in-kind dividend on 11,329,424.23 Class C Units owned by BSREP II at the time of the dividend payment date in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo filed as Exhibit 4.2 to Hospitality Investors Trust, Inc.'s (the "Issuer") Current Report on Form 8-K filed on March 31, 2017. As a result of the foregoing transaction, BSREP II owns 11,472,615.57 Class C Units (adjusted by .01 unit due to rounding).

F1 · ownership.nature: On June 29, 2018, Brookfield Strategic Real Estate Partners II Hospitality REIT II LLC, a Delaware limited liability company ("BSREP II"), received 143,191.33 units of limited partnership interests entitled "Class C Units" (the "Class C Units") in Hospitality Investors Trust Operating Partnership, L.P. ("OpCo") as a payment-in-kind dividend on 11,329,424.23 Class C Units owned by BSREP II at the time of the dividend payment date in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo filed as Exhibit 4.2 to Hospitality Investors Trust, Inc.'s (the "Issuer") Current Report on Form 8-K filed on March 31, 2017. As a result of the foregoing transaction, BSREP II owns 11,472,615.57 Class C Units (adjusted by .01 unit due to rounding).

F4 · ownership.nature: This Form 4 is being jointly filed by and on behalf of each of the following persons (each, a "Reporting Person"): (i) Brookfield Asset Management Inc., a corporation formed under the laws of Ontario, Canada ("BAM"); (ii) Partners Limited, a corporation formed under the laws of Ontario, Canada ("Partners Limited"); (iii) Brookfield Holdings Canada Inc., a corporation formed under the laws of Ontario, Canada ("BHC"); (iv) Brookfield US Holdings Inc., a corporation formed under the laws of Ontario, Canada ("BUSHI"); (v) Brookfield US Corporation, a Delaware corporation ("BUSC"); (vi) BUSC Finance LLC, a Delaware limited liability company ("BUSC Finance") (vii) Brookfield Property Group LLC, a Delaware limited liability company ("BPG"); (continued in footnote 5)

F5 · ownership.nature: (continued from footnote 4) (viii) Brookfield Strategic Real Estate Partners II GP OF GP LLC, a Delaware limited liability company ("BSREP II GP of GP"); (ix) Brookfield Strategic Real Estate Partners II GP L.P., a Delaware limited partnership ("BSREP II GP"); and (x) BSREP II, which directly holds 11,472,615.57 Class C Units of OpCo (adjusted by .01 unit due to rounding) and owns 14,786 Restricted Shares through BSREP II Board.

F6 · ownership.nature: Each of the Reporting Persons may be deemed to beneficially own the securities of the Issuer beneficially owned by the Reporting Persons directly or indirectly controlled by it, but each disclaims beneficial ownership of such securities, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934, or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein.

F7 · ownership.nature: Class C Units of OpCo generally are convertible into units of limited partnership interests in OpCo entitled "OP Units" ("OP Units") at any time at the option of BSREP II at an initial conversion price of $14.75, subject to customary antidilution adjustments upon the occurrence of certain events and transactions. OP Units, in turn, generally are redeemable for shares of the Issuer's Common Stock on a one-for-one-basis or the cash value of a corresponding number of shares of Common Stock, at the election of the Issuer, in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo. Neither the Class C Units nor OP Units has an expiration date.

Read SEC document
March 29, 2018 Filed Apr 2, 2018 21:26 UTC Hospitality Investors Trust, Inc. NONE · Entity 137144 OtherClass C Units · Derivative 126,617.01 $0.00 $0.00
Disclosure

SEC source: 0001140361-18-016490 · form4.xml · derivative · entry 1

BROOKFIELD ASSET MANAGEMENT INC. · CIK 0001001085 · Director · 10% owner

Partners Ltd · CIK 0001540229 · Director · 10% owner

Brookfield Holdings Canada Inc. · CIK 0001540230 · Director · 10% owner

Brookfield US Holdings Inc. · CIK 0001504722 · Director · 10% owner

Brookfield US Corp · CIK 0001504721 · Director · 10% owner

BUSC Finance LLC · CIK 0001702556 · Director · 10% owner

Brookfield Property Group LLC · CIK 0001680278 · Director · 10% owner

Brookfield Strategic Real Estate Partners II GP of GP LLC · CIK 0001702615 · Director · 10% owner

Brookfield Strategic Real Estate Partners II GP L.P · CIK 0001702617 · Director · 10% owner

Brookfield Strategic Real Estate Partners II Hospitality REIT II LLC · CIK 0001702614 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Explanatory Responses

Disclosed balance after: 11,329,424.23

Underlying: OP Units · 126,617.01 shares

Expires not disclosed

F5 · derivative.exercise_price: Class C Units of OpCo generally are convertible into units of limited partnership interests in OpCo entitled "OP Units" ("OP Units") at any time at the option of BSREP II at an initial conversion price of $14.75, subject to customary antidilution adjustments upon the occurrence of certain events and transactions. OP Units, in turn, generally are redeemable for shares of the Issuer's Common Stock on a one-for-one-basis or the cash value of a corresponding number of shares of Common Stock, at the election of the Issuer, in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo. Neither the Class C Units nor OP Units has an expiration date.

F1 · kind: On March 29, 2018, Brookfield Strategic Real Estate Partners II Hospitality REIT II LLC, a Delaware limited liability company ("BSREP II"), received 126,617.01 units of limited partnership interests entitled "Class C Units" (the "Class C Units") in Hospitality Investors Trust Operating Partnership, L.P. ("OpCo") as a payment-in-kind dividend on 11,202,807.22 Class C Units owned by BSREP II at the time of the dividend payment date (including 9,507,891.97 Class C Units (adjusted by .01 unit due to rounding) held for the entire period for which the payment-in-kind dividend was paid and 1,694,915.25 Class C Units acquired on February 27, 2018) in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo filed as Exhibit 4.2 to Hospitality Investors Trust, Inc.'s (the "Issuer") Current Report on Form 8-K filed on March 31, 2017. As a result of the foregoing transaction, BSREP II owns 11,329,424.23 Class C Units (adjusted by .01 unit due to rounding).

F5 · derivative.expiration_date: Class C Units of OpCo generally are convertible into units of limited partnership interests in OpCo entitled "OP Units" ("OP Units") at any time at the option of BSREP II at an initial conversion price of $14.75, subject to customary antidilution adjustments upon the occurrence of certain events and transactions. OP Units, in turn, generally are redeemable for shares of the Issuer's Common Stock on a one-for-one-basis or the cash value of a corresponding number of shares of Common Stock, at the election of the Issuer, in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo. Neither the Class C Units nor OP Units has an expiration date.

F5 · derivative.underlying: Class C Units of OpCo generally are convertible into units of limited partnership interests in OpCo entitled "OP Units" ("OP Units") at any time at the option of BSREP II at an initial conversion price of $14.75, subject to customary antidilution adjustments upon the occurrence of certain events and transactions. OP Units, in turn, generally are redeemable for shares of the Issuer's Common Stock on a one-for-one-basis or the cash value of a corresponding number of shares of Common Stock, at the election of the Issuer, in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo. Neither the Class C Units nor OP Units has an expiration date.

F1 · balance_after: On March 29, 2018, Brookfield Strategic Real Estate Partners II Hospitality REIT II LLC, a Delaware limited liability company ("BSREP II"), received 126,617.01 units of limited partnership interests entitled "Class C Units" (the "Class C Units") in Hospitality Investors Trust Operating Partnership, L.P. ("OpCo") as a payment-in-kind dividend on 11,202,807.22 Class C Units owned by BSREP II at the time of the dividend payment date (including 9,507,891.97 Class C Units (adjusted by .01 unit due to rounding) held for the entire period for which the payment-in-kind dividend was paid and 1,694,915.25 Class C Units acquired on February 27, 2018) in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo filed as Exhibit 4.2 to Hospitality Investors Trust, Inc.'s (the "Issuer") Current Report on Form 8-K filed on March 31, 2017. As a result of the foregoing transaction, BSREP II owns 11,329,424.23 Class C Units (adjusted by .01 unit due to rounding).

F1 · ownership.nature: On March 29, 2018, Brookfield Strategic Real Estate Partners II Hospitality REIT II LLC, a Delaware limited liability company ("BSREP II"), received 126,617.01 units of limited partnership interests entitled "Class C Units" (the "Class C Units") in Hospitality Investors Trust Operating Partnership, L.P. ("OpCo") as a payment-in-kind dividend on 11,202,807.22 Class C Units owned by BSREP II at the time of the dividend payment date (including 9,507,891.97 Class C Units (adjusted by .01 unit due to rounding) held for the entire period for which the payment-in-kind dividend was paid and 1,694,915.25 Class C Units acquired on February 27, 2018) in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo filed as Exhibit 4.2 to Hospitality Investors Trust, Inc.'s (the "Issuer") Current Report on Form 8-K filed on March 31, 2017. As a result of the foregoing transaction, BSREP II owns 11,329,424.23 Class C Units (adjusted by .01 unit due to rounding).

F2 · ownership.nature: This Form 4 is being jointly filed by and on behalf of each of the following persons (each, a "Reporting Person"): (i) Brookfield Asset Management Inc., a corporation formed under the laws of Ontario, Canada ("BAM"); (ii) Partners Limited, a corporation formed under the laws of Ontario, Canada ("Partners Limited"); (iii) Brookfield Holdings Canada Inc., a corporation formed under the laws of Ontario, Canada ("BHC"); (iv) Brookfield US Holdings Inc., a corporation formed under the laws of Ontario, Canada ("BUSHI"); (v) Brookfield US Corporation, a Delaware corporation ("BUSC"); (vi) BUSC Finance LLC, a Delaware limited liability company ("BUSC Finance") (vii) Brookfield Property Group LLC, a Delaware limited liability company ("BPG"); (continued in footnote 3)

F3 · ownership.nature: (continued from footnote 2) (viii) Brookfield Strategic Real Estate Partners II GP OF GP LLC, a Delaware limited liability company ("BSREP II GP of GP"); (ix) Brookfield Strategic Real Estate Partners II GP L.P., a Delaware limited partnership ("BSREP II GP"); and (x) BSREP II, which directly holds 11,329,424.23 Class C Units of OpCo (adjusted by .01 unit due to rounding) and owns 7,576 shares of the Issuer's common stock, par value $0.01 (the "Common Stock"), subject to forfeiture in respect of Lowell Baron's and Bruce Wiles's service as directors of the Issuer, through its wholly owned subsidiary BSREP II Hospitality II Board LLC, a Delaware limited liability company.

F4 · ownership.nature: Each of the Reporting Persons may be deemed to beneficially own the securities of the Issuer beneficially owned by the Reporting Persons directly or indirectly controlled by it, but each disclaims beneficial ownership of such securities, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934, or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein.

F5 · ownership.nature: Class C Units of OpCo generally are convertible into units of limited partnership interests in OpCo entitled "OP Units" ("OP Units") at any time at the option of BSREP II at an initial conversion price of $14.75, subject to customary antidilution adjustments upon the occurrence of certain events and transactions. OP Units, in turn, generally are redeemable for shares of the Issuer's Common Stock on a one-for-one-basis or the cash value of a corresponding number of shares of Common Stock, at the election of the Issuer, in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo. Neither the Class C Units nor OP Units has an expiration date.

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February 27, 2018 Filed Feb 28, 2018 21:24 UTC Hospitality Investors Trust, Inc. NONE · Entity 137144 Exercise / conversionClass C Units · Derivative 1,694,915.25 $14.75 $24,999,999.94
Disclosure

SEC source: 0001140361-18-010812 · form4.xml · derivative · entry 1

BROOKFIELD ASSET MANAGEMENT INC. · CIK 0001001085 · Director · 10% owner

Partners Ltd · CIK 0001540229 · Director · 10% owner

Brookfield Holdings Canada Inc. · CIK 0001540230 · Director · 10% owner

Brookfield US Holdings Inc. · CIK 0001504722 · Director · 10% owner

Brookfield US Corp · CIK 0001504721 · Director · 10% owner

BUSC Finance LLC · CIK 0001702556 · Director · 10% owner

Brookfield Property Group LLC · CIK 0001680278 · Director · 10% owner

Brookfield Strategic Real Estate Partners II GP of GP LLC · CIK 0001702615 · Director · 10% owner

Brookfield Strategic Real Estate Partners II GP L.P · CIK 0001702617 · Director · 10% owner

Brookfield Strategic Real Estate Partners II Hospitality REIT II LLC · CIK 0001702614 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Explanatory Responses

Disclosed balance after: 11,202,807.22

Underlying: OP Units · 1,694,915.25 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F7 · derivative.exercise_price: Class C Units of OpCo generally are convertible into units of limited partnership interests in OpCo entitled "OP Units" ("OP Units") at any time at the option of BSREP II at an initial conversion price of $14.75, subject to customary antidilution adjustments upon the occurrence of certain events and transactions. OP Units, in turn, generally are redeemable for shares of the Issuer's Common Stock on a one-for-one-basis or the cash value of a corresponding number of shares of Common Stock, at the election of the Issuer, in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo. Neither the Class C Units nor OP Units has an expiration date.

F1 · kind: Pursuant to, and subject to the terms and conditions of, the Securities Purchase, Voting and Standstill Agreement, dated as of January 12, 2017 (the "SPA") among Hospitality Investors Trust, Inc. (the "Issuer"), Hospitality Investors Trust Operating Partnership, L.P. ("OpCo") and Brookfield Strategic Real Estate Partners II Hospitality REIT II LLC, a Delaware limited liability company ("BSREP II"), the Issuer has the right to cause BSREP II to purchase units of limited partnership interests entitled Class C Units (the "Class C Units") at a price per Class C Unit of $14.75 (the "First Follow-On Funding"). (continued in footnote 2)

F2 · kind: (continued from footnote 1) The amount of Class C Units the Issuer can cause BSREP II to purchase in the First Follow-On Funding is limited to the number of Class C Units that would be sufficient to reduce, upon redemption, the outstanding preferred equity interests of two indirect subsidiaries of the Issuer previously issued to finance a portion of the purchase price of certain hotels acquired in February 2015 (the "Grace Preferred Equity Interests") to $223.5 million, which is 716,481.11 Class C Units as of February 27, 2018. On February 27, 2018, the Issuer caused BSREP II to purchase pursuant to the First Follow-On Funding 716,481.11 Class C Units, which constitutes the Issuer's full exercise of its right to cause the First Follow-On Funding. (continued in footnote 3)

F3 · kind: (continued from footnote 2) Pursuant to, and subject to the terms and conditions of, the SPA, the Issuer has the right to cause BSREP II to purchase, in one or more transactions, up to 1,495,751.28 Class C Units at a price per Class C Unit of $14.75 (each such transaction, an "Other Funding" and all such transactions in the aggregate, the "Third Follow-On Funding"). The amount of Class C Units the Issuer can cause BSREP II to purchase in the Third Follow-On Funding is limited to the number of Class C Units with an aggregate price equal to the difference between the then-unfunded portion of BSREP II's $400.0 million funding commitment under the SPA and the outstanding amount of Grace Preferred Equity Interests. On February 27, 2018, the Issuer caused BSREP II to purchase pursuant to an Other Funding 978,434.14 Class C Units. As a result of the foregoing transactions, BSREP II owns 11,202,807.22 Class C Units (adjusted by .01 unit due to rounding).

F7 · derivative.expiration_date: Class C Units of OpCo generally are convertible into units of limited partnership interests in OpCo entitled "OP Units" ("OP Units") at any time at the option of BSREP II at an initial conversion price of $14.75, subject to customary antidilution adjustments upon the occurrence of certain events and transactions. OP Units, in turn, generally are redeemable for shares of the Issuer's Common Stock on a one-for-one-basis or the cash value of a corresponding number of shares of Common Stock, at the election of the Issuer, in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo. Neither the Class C Units nor OP Units has an expiration date.

F7 · derivative.underlying: Class C Units of OpCo generally are convertible into units of limited partnership interests in OpCo entitled "OP Units" ("OP Units") at any time at the option of BSREP II at an initial conversion price of $14.75, subject to customary antidilution adjustments upon the occurrence of certain events and transactions. OP Units, in turn, generally are redeemable for shares of the Issuer's Common Stock on a one-for-one-basis or the cash value of a corresponding number of shares of Common Stock, at the election of the Issuer, in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo. Neither the Class C Units nor OP Units has an expiration date.

F1 · balance_after: Pursuant to, and subject to the terms and conditions of, the Securities Purchase, Voting and Standstill Agreement, dated as of January 12, 2017 (the "SPA") among Hospitality Investors Trust, Inc. (the "Issuer"), Hospitality Investors Trust Operating Partnership, L.P. ("OpCo") and Brookfield Strategic Real Estate Partners II Hospitality REIT II LLC, a Delaware limited liability company ("BSREP II"), the Issuer has the right to cause BSREP II to purchase units of limited partnership interests entitled Class C Units (the "Class C Units") at a price per Class C Unit of $14.75 (the "First Follow-On Funding"). (continued in footnote 2)

F2 · balance_after: (continued from footnote 1) The amount of Class C Units the Issuer can cause BSREP II to purchase in the First Follow-On Funding is limited to the number of Class C Units that would be sufficient to reduce, upon redemption, the outstanding preferred equity interests of two indirect subsidiaries of the Issuer previously issued to finance a portion of the purchase price of certain hotels acquired in February 2015 (the "Grace Preferred Equity Interests") to $223.5 million, which is 716,481.11 Class C Units as of February 27, 2018. On February 27, 2018, the Issuer caused BSREP II to purchase pursuant to the First Follow-On Funding 716,481.11 Class C Units, which constitutes the Issuer's full exercise of its right to cause the First Follow-On Funding. (continued in footnote 3)

F3 · balance_after: (continued from footnote 2) Pursuant to, and subject to the terms and conditions of, the SPA, the Issuer has the right to cause BSREP II to purchase, in one or more transactions, up to 1,495,751.28 Class C Units at a price per Class C Unit of $14.75 (each such transaction, an "Other Funding" and all such transactions in the aggregate, the "Third Follow-On Funding"). The amount of Class C Units the Issuer can cause BSREP II to purchase in the Third Follow-On Funding is limited to the number of Class C Units with an aggregate price equal to the difference between the then-unfunded portion of BSREP II's $400.0 million funding commitment under the SPA and the outstanding amount of Grace Preferred Equity Interests. On February 27, 2018, the Issuer caused BSREP II to purchase pursuant to an Other Funding 978,434.14 Class C Units. As a result of the foregoing transactions, BSREP II owns 11,202,807.22 Class C Units (adjusted by .01 unit due to rounding).

F1 · ownership.nature: Pursuant to, and subject to the terms and conditions of, the Securities Purchase, Voting and Standstill Agreement, dated as of January 12, 2017 (the "SPA") among Hospitality Investors Trust, Inc. (the "Issuer"), Hospitality Investors Trust Operating Partnership, L.P. ("OpCo") and Brookfield Strategic Real Estate Partners II Hospitality REIT II LLC, a Delaware limited liability company ("BSREP II"), the Issuer has the right to cause BSREP II to purchase units of limited partnership interests entitled Class C Units (the "Class C Units") at a price per Class C Unit of $14.75 (the "First Follow-On Funding"). (continued in footnote 2)

F2 · ownership.nature: (continued from footnote 1) The amount of Class C Units the Issuer can cause BSREP II to purchase in the First Follow-On Funding is limited to the number of Class C Units that would be sufficient to reduce, upon redemption, the outstanding preferred equity interests of two indirect subsidiaries of the Issuer previously issued to finance a portion of the purchase price of certain hotels acquired in February 2015 (the "Grace Preferred Equity Interests") to $223.5 million, which is 716,481.11 Class C Units as of February 27, 2018. On February 27, 2018, the Issuer caused BSREP II to purchase pursuant to the First Follow-On Funding 716,481.11 Class C Units, which constitutes the Issuer's full exercise of its right to cause the First Follow-On Funding. (continued in footnote 3)

F3 · ownership.nature: (continued from footnote 2) Pursuant to, and subject to the terms and conditions of, the SPA, the Issuer has the right to cause BSREP II to purchase, in one or more transactions, up to 1,495,751.28 Class C Units at a price per Class C Unit of $14.75 (each such transaction, an "Other Funding" and all such transactions in the aggregate, the "Third Follow-On Funding"). The amount of Class C Units the Issuer can cause BSREP II to purchase in the Third Follow-On Funding is limited to the number of Class C Units with an aggregate price equal to the difference between the then-unfunded portion of BSREP II's $400.0 million funding commitment under the SPA and the outstanding amount of Grace Preferred Equity Interests. On February 27, 2018, the Issuer caused BSREP II to purchase pursuant to an Other Funding 978,434.14 Class C Units. As a result of the foregoing transactions, BSREP II owns 11,202,807.22 Class C Units (adjusted by .01 unit due to rounding).

F4 · ownership.nature: This Form 4 is being jointly filed by and on behalf of each of the following persons (each, a "Reporting Person"): (i) Brookfield Asset Management Inc., a corporation formed under the laws of Ontario, Canada ("BAM"); (ii) Partners Limited, a corporation formed under the laws of Ontario, Canada ("Partners Limited"); (iii) Brookfield Holdings Canada Inc., a corporation formed under the laws of Ontario, Canada ("BHC"); (iv) Brookfield US Holdings Inc., a corporation formed under the laws of Ontario, Canada ("BUSHI"); (v) Brookfield US Corporation, a Delaware corporation ("BUSC"); (vi) BUSC Finance LLC, a Delaware limited liability company ("BUSC Finance") (vii) Brookfield Property Group LLC, a Delaware limited liability company ("BPG"); (continued in footnote 5)

F5 · ownership.nature: (continued from footnote 4) (viii) Brookfield Strategic Real Estate Partners II GP OF GP LLC, a Delaware limited liability company ("BSREP II GP of GP"); (ix) Brookfield Strategic Real Estate Partners II GP L.P., a Delaware limited partnership ("BSREP II GP"); and (x) BSREP II, which directly holds 11,202,807.22 Class C Units of OpCo (adjusted by .01 unit due to rounding) and owns 7,576 shares of the Issuer's common stock, par value $0.01 (the "Common Stock"), subject to forfeiture in respect of Lowell Baron's and Bruce Wiles's service as directors of the Issuer, through its wholly owned subsidiary BSREP II Hospitality II Board LLC, a Delaware limited liability company.

F6 · ownership.nature: Each of the Reporting Persons may be deemed to beneficially own the securities of the Issuer beneficially owned by the Reporting Persons directly or indirectly controlled by it, but each disclaims beneficial ownership of such securities, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934, or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein.

F7 · ownership.nature: Class C Units of OpCo generally are convertible into units of limited partnership interests in OpCo entitled "OP Units" ("OP Units") at any time at the option of BSREP II at an initial conversion price of $14.75, subject to customary antidilution adjustments upon the occurrence of certain events and transactions. OP Units, in turn, generally are redeemable for shares of the Issuer's Common Stock on a one-for-one-basis or the cash value of a corresponding number of shares of Common Stock, at the election of the Issuer, in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo. Neither the Class C Units nor OP Units has an expiration date.

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December 29, 2017 Filed Jan 3, 2018 20:16 UTC Hospitality Investors Trust, Inc. NONE · Entity 137144 OtherClass C Units · Derivative 119,956.95 $0.00 $0.00
Disclosure

SEC source: 0001140361-18-000406 · form4.xml · derivative · entry 1

BROOKFIELD ASSET MANAGEMENT INC. · CIK 0001001085 · Director · 10% owner

Partners Ltd · CIK 0001540229 · Director · 10% owner

Brookfield Holdings Canada Inc. · CIK 0001540230 · Director · 10% owner

Brookfield US Holdings Inc. · CIK 0001504722 · Director · 10% owner

Brookfield US Corp · CIK 0001504721 · Director · 10% owner

BUSC Finance LLC · CIK 0001702556 · Director · 10% owner

Brookfield Property Group LLC · CIK 0001680278 · Director · 10% owner

Brookfield Strategic Real Estate Partners II GP of GP LLC · CIK 0001702615 · Director · 10% owner

Brookfield Strategic Real Estate Partners II GP L.P · CIK 0001702617 · Director · 10% owner

Brookfield Strategic Real Estate Partners II Hospitality REIT II LLC · CIK 0001702614 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Explanatory Responses

Disclosed balance after: 9,507,891.97

Underlying: OP Units · 119,956.95 shares

Expires not disclosed

F6 · derivative.exercise_price: Class C Units of OpCo generally are convertible into units of limited partnership interests in OpCo entitled "OP Units" ("OP Units") at any time at the option of BSREP II at an initial conversion price of $14.75, subject to customary antidilution adjustments upon the occurrence of certain events and transactions. OP Units, in turn, generally are redeemable for shares of the Issuer's Common Stock on a one-for-one-basis or the cash value of a corresponding number of shares of Common Stock, at the election of the Issuer, in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo. Neither the Class C Units nor OP Units has an expiration date.

F1 · kind: On March 31, 2017, Brookfield Strategic Real Estate Partners II Hospitality REIT II LLC, a Delaware limited liability company ("BSREP II"), purchased 9,152,542.37 units of limited partnership interests entitled "Class C Units" (the "Class C Units") in Hospitality Investors Trust Operating Partnership, L.P. ("OpCo"). On June 30, 2017, BSREP II received 116,949.15 Class C Units as a payment-in-kind dividend on 9,152,542.37 Class C Units owned by BSREP II at the time of the dividend payment date in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo filed as Exhibit 4.2 to Hospitality Investors Trust, Inc.'s (the "Issuer") Current Report on Form 8-K filed on March 31, 2017. (continued in footnote 2)

F2 · kind: (continued from footnote 1) On September 29, 2017, BSREP II received 118,443.50 Class C Units as a payment-in-kind dividend on 9,269,491.53 Class C Units owned by BSREP II at the time of the dividend payment date in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo. As a result of the foregoing transactions, BSREP II owned 9,387,935.02 Class C Units (adjusted by .01 unit due to rounding) on September 29, 2017. On December 29, 2017, BSREP II received 119,956.95 Class C Units as a payment-in-kind dividend on 9,387,935.02 Class C Units owned by BSREP II at the time of the dividend payment date in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo. As a result of the foregoing transactions, BSREP II owns 9,507,891.97 Class C Units (adjusted by .01 unit due to rounding).

F6 · derivative.expiration_date: Class C Units of OpCo generally are convertible into units of limited partnership interests in OpCo entitled "OP Units" ("OP Units") at any time at the option of BSREP II at an initial conversion price of $14.75, subject to customary antidilution adjustments upon the occurrence of certain events and transactions. OP Units, in turn, generally are redeemable for shares of the Issuer's Common Stock on a one-for-one-basis or the cash value of a corresponding number of shares of Common Stock, at the election of the Issuer, in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo. Neither the Class C Units nor OP Units has an expiration date.

F6 · derivative.underlying: Class C Units of OpCo generally are convertible into units of limited partnership interests in OpCo entitled "OP Units" ("OP Units") at any time at the option of BSREP II at an initial conversion price of $14.75, subject to customary antidilution adjustments upon the occurrence of certain events and transactions. OP Units, in turn, generally are redeemable for shares of the Issuer's Common Stock on a one-for-one-basis or the cash value of a corresponding number of shares of Common Stock, at the election of the Issuer, in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo. Neither the Class C Units nor OP Units has an expiration date.

F1 · balance_after: On March 31, 2017, Brookfield Strategic Real Estate Partners II Hospitality REIT II LLC, a Delaware limited liability company ("BSREP II"), purchased 9,152,542.37 units of limited partnership interests entitled "Class C Units" (the "Class C Units") in Hospitality Investors Trust Operating Partnership, L.P. ("OpCo"). On June 30, 2017, BSREP II received 116,949.15 Class C Units as a payment-in-kind dividend on 9,152,542.37 Class C Units owned by BSREP II at the time of the dividend payment date in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo filed as Exhibit 4.2 to Hospitality Investors Trust, Inc.'s (the "Issuer") Current Report on Form 8-K filed on March 31, 2017. (continued in footnote 2)

F2 · balance_after: (continued from footnote 1) On September 29, 2017, BSREP II received 118,443.50 Class C Units as a payment-in-kind dividend on 9,269,491.53 Class C Units owned by BSREP II at the time of the dividend payment date in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo. As a result of the foregoing transactions, BSREP II owned 9,387,935.02 Class C Units (adjusted by .01 unit due to rounding) on September 29, 2017. On December 29, 2017, BSREP II received 119,956.95 Class C Units as a payment-in-kind dividend on 9,387,935.02 Class C Units owned by BSREP II at the time of the dividend payment date in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo. As a result of the foregoing transactions, BSREP II owns 9,507,891.97 Class C Units (adjusted by .01 unit due to rounding).

F1 · ownership.nature: On March 31, 2017, Brookfield Strategic Real Estate Partners II Hospitality REIT II LLC, a Delaware limited liability company ("BSREP II"), purchased 9,152,542.37 units of limited partnership interests entitled "Class C Units" (the "Class C Units") in Hospitality Investors Trust Operating Partnership, L.P. ("OpCo"). On June 30, 2017, BSREP II received 116,949.15 Class C Units as a payment-in-kind dividend on 9,152,542.37 Class C Units owned by BSREP II at the time of the dividend payment date in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo filed as Exhibit 4.2 to Hospitality Investors Trust, Inc.'s (the "Issuer") Current Report on Form 8-K filed on March 31, 2017. (continued in footnote 2)

F2 · ownership.nature: (continued from footnote 1) On September 29, 2017, BSREP II received 118,443.50 Class C Units as a payment-in-kind dividend on 9,269,491.53 Class C Units owned by BSREP II at the time of the dividend payment date in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo. As a result of the foregoing transactions, BSREP II owned 9,387,935.02 Class C Units (adjusted by .01 unit due to rounding) on September 29, 2017. On December 29, 2017, BSREP II received 119,956.95 Class C Units as a payment-in-kind dividend on 9,387,935.02 Class C Units owned by BSREP II at the time of the dividend payment date in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo. As a result of the foregoing transactions, BSREP II owns 9,507,891.97 Class C Units (adjusted by .01 unit due to rounding).

F3 · ownership.nature: This Form 4 is being jointly filed by and on behalf of each of the following persons (each, a "Reporting Person"): (i) Brookfield Asset Management Inc., a corporation formed under the laws of Ontario, Canada ("BAM"); (ii) Partners Limited, a corporation formed under the laws of Ontario, Canada ("Partners Limited"); (iii) Brookfield Holdings Canada Inc., a corporation formed under the laws of Ontario, Canada ("BHC"); (iv) Brookfield US Holdings Inc., a corporation formed under the laws of Ontario, Canada ("BUSHI"); (v) Brookfield US Corporation, a Delaware corporation ("BUSC"); (vi) BUSC Finance LLC, a Delaware limited liability company ("BUSC Finance") (vii) Brookfield Property Group LLC, a Delaware limited liability company ("BPG"); (continued in footnote 4)

F4 · ownership.nature: (continued from footnote 3) (viii) Brookfield Strategic Real Estate Partners II GP OF GP LLC, a Delaware limited liability company ("BSREP II GP of GP"); (ix) Brookfield Strategic Real Estate Partners II GP L.P., a Delaware limited partnership ("BSREP II GP"); and (x) BSREP II, which directly holds 9,507,891.97 Class C Units of OpCo (adjusted by .01 unit due to rounding) and owns 7,576 shares of the Issuer's common stock, par value $0.01 (the "Common Stock"), subject to forfeiture in respect of Lowell Baron's and Bruce Wiles's service as directors of the Issuer, through its wholly owned subsidiary BSREP II Hospitality II Board LLC, a Delaware limited liability company.

F5 · ownership.nature: Each of the Reporting Persons may be deemed to beneficially own the securities of the Issuer beneficially owned by the Reporting Persons directly or indirectly controlled by it, but each disclaims beneficial ownership of such securities, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934, or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein.

F6 · ownership.nature: Class C Units of OpCo generally are convertible into units of limited partnership interests in OpCo entitled "OP Units" ("OP Units") at any time at the option of BSREP II at an initial conversion price of $14.75, subject to customary antidilution adjustments upon the occurrence of certain events and transactions. OP Units, in turn, generally are redeemable for shares of the Issuer's Common Stock on a one-for-one-basis or the cash value of a corresponding number of shares of Common Stock, at the election of the Issuer, in accordance with the terms of the Amended & Restated Agreement of Limited Partnership of OpCo. Neither the Class C Units nor OP Units has an expiration date.

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October 27, 2017 Filed Oct 31, 2017 21:47 UTC Brookfield Property REIT Inc. GGP · Entity 136893 OtherCommon Stock, par value $0.01 per share 1,849,568 $0.00 $0.00
Disclosure

SEC source: 0001144204-17-055301 · tv478097_4.xml · nonDerivative · entry 5

Brookfield Holdings Canada Inc. · CIK 0001540230 · Director · 10% owner · Director by deputization ***

Brookfield US Holdings Inc. · CIK 0001504722 · Director · 10% owner · Director by deputization

Brookfield US Corp · CIK 0001504721 · Director · 10% owner · Director by deputization

Brookfield Property Group LLC · CIK 0001680278 · Director · 10% owner · Director by deputization

BUSC Finance LLC · CIK 0001702556 · Director · 10% owner · Director by deputization

Brookfield Asset Management Private Institutional Capital Adviser US, LLC · CIK 0001590912 · Director · 10% owner · Director by deputization

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnote

Disclosed balance after: 0

F5 · price: See Exhibit 99.1; Note 5.

F5 · ownership.nature: See Exhibit 99.1; Note 5.

F6 · ownership.nature: See Exhibit 99.1; Note 6.

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Value uses the disclosed total when available, otherwise shares × reported transaction price. It is not an estimate of exercise cash cost or investment performance.