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KLCP Fund III (EU) Master AIV LP

Disclosed activity across 1 company

Tapewire entity
73865
SEC CIK
0002029655

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Reported relationships

Latest disclosed role at each company.

No relationships currently tracked through insider filings.

Disclosed balances

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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.

No balances currently tracked through insider filings.

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 2025-10-28. Current position is not established by this disclosure.

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
Senior Secured Convertible Promissory NoteSEC Table II · derivative / convertible securityIndirectSee Footnotes0 Reported balance After 2025-10-24 transaction · row 1 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 1 · 2025-10-24 · Disposition to issuer · Disposed 1 · Balance 0

F8: The Funds had the right to elect at any time to convert their respective Convertible Notes into shares of common stock, par value $0.01 per share ("Common Stock"), of the Issuer at an initial conversion price equal to $1.50 per share of Common Stock, subject to adjustment as set forth in the Convertible Notes, so long as the aggregate number of shares of Common Stock beneficially owned by such Fund, together with its affiliates and any member of a Section 13(d) group with such Fund or any of its affiliates, would not exceed 4.99% of the number of shares of Common Stock outstanding immediately after giving effect to the conversion (the "Beneficial Ownership Limitation").

F9: (Continued from footnote 8) The Funds had the right to increase or decrease the Beneficial Ownership Limitation upon no less than 61 days' prior written notice to the Issuer, provided that the Beneficial Ownership Limitation could in no event exceed 24.99% of the number of shares of Common Stock outstanding immediately after giving effect to the conversion. The conversion price was subject to certain customary anti-dilution adjustments.

F1: On October 24, 2025, in connection with the sale by an indirect subsidiary of Douglas Elliman Inc. (the "Issuer") of the equity interests it held in another indirect subsidiary of the Issuer to a third party, the Issuer repurchased the previously reported Senior Secured Convertible Promissory Notes (collectively, the "Convertible Notes") held by KLCP Fund III (EU) Master AIV LP ("KLCP Fund III") and KLIM Delta HQC3 LP ("KLIM Delta", and together with KLCP Fund III, the "Funds") for an aggregate purchase price of $95,000,000. In connection with the repurchase of the Convertible Notes, on October 24, 2025, David Chene, a Manager of Kennedy Lewis Investment Holdings II LLC ("Holdings II"), resigned from the Issuer's Board of Directors.

F6: This Convertible Note between KLCP Fund III and the Issuer was due July 2, 2029, had a principal amount of $45,790,109.01 and bore interest at a rate of 7.0% per annum payable in cash, or, if no Event of Default (as defined in such Convertible Note) had occurred or was continuing, at the Issuer's election, 8.0% per annum paid in kind, due semi-annually. The maturity date of this Convertible Note was July 2, 2029.

F2: These securities were held by KLCP Fund III.

F4: Kennedy Lewis GP III LLC ("Kennedy Lewis GP III") is the general partner of each of the Funds. Holdings II is the managing member of Kennedy Lewis GP III. Holdings II is controlled by its board of managers. David Chene and Darren Richman, each a Manager of Holdings II, are the effective control persons of Holdings II. Each of Kennedy Lewis GP III, Holdings II, David Chene and Darren Richman may have been deemed to exercise voting and investment power over and thus may have been deemed to have beneficially owned the securities reported herein that were held by the Funds due to their relationship with the Funds.

F5: For purposes of Section 16 of the Securities Exchange Act of 1934, each of Kennedy Lewis GP III, Holdings II, David Chene and Darren Richman disclaims beneficial ownership of the securities of the Issuer reported herein that were held directly by the Funds except to the extent of its or his pecuniary interest therein, and this report shall not be deemed an admission that any of Kennedy Lewis GP III, Holdings II, David Chene or Darren Richman was the beneficial owner of such securities for purposes of Section 16 or any other purpose.

Senior Secured Convertible Promissory NoteSEC Table II · derivative / convertible securityIndirectSee Footnotes0 Reported balance After 2025-10-24 transaction · row 2 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 2 · 2025-10-24 · Disposition to issuer · Disposed 1 · Balance 0

F8: The Funds had the right to elect at any time to convert their respective Convertible Notes into shares of common stock, par value $0.01 per share ("Common Stock"), of the Issuer at an initial conversion price equal to $1.50 per share of Common Stock, subject to adjustment as set forth in the Convertible Notes, so long as the aggregate number of shares of Common Stock beneficially owned by such Fund, together with its affiliates and any member of a Section 13(d) group with such Fund or any of its affiliates, would not exceed 4.99% of the number of shares of Common Stock outstanding immediately after giving effect to the conversion (the "Beneficial Ownership Limitation").

F9: (Continued from footnote 8) The Funds had the right to increase or decrease the Beneficial Ownership Limitation upon no less than 61 days' prior written notice to the Issuer, provided that the Beneficial Ownership Limitation could in no event exceed 24.99% of the number of shares of Common Stock outstanding immediately after giving effect to the conversion. The conversion price was subject to certain customary anti-dilution adjustments.

F1: On October 24, 2025, in connection with the sale by an indirect subsidiary of Douglas Elliman Inc. (the "Issuer") of the equity interests it held in another indirect subsidiary of the Issuer to a third party, the Issuer repurchased the previously reported Senior Secured Convertible Promissory Notes (collectively, the "Convertible Notes") held by KLCP Fund III (EU) Master AIV LP ("KLCP Fund III") and KLIM Delta HQC3 LP ("KLIM Delta", and together with KLCP Fund III, the "Funds") for an aggregate purchase price of $95,000,000. In connection with the repurchase of the Convertible Notes, on October 24, 2025, David Chene, a Manager of Kennedy Lewis Investment Holdings II LLC ("Holdings II"), resigned from the Issuer's Board of Directors.

F7: This Convertible Note between KLIM Delta and the Issuer was due July 2, 2029, had a principal amount of $4,209,890.99 and bore interest at a rate of 7.0% per annum payable in cash, or, if no Event of Default (as defined in such Convertible Note) had occurred or was continuing, at the Issuer's election, 8.0% per annum paid in kind, due semi-annually. The maturity date of this Convertible Note was July 2, 2029.

F3: These securities were held by KLIM Delta.

F4: Kennedy Lewis GP III LLC ("Kennedy Lewis GP III") is the general partner of each of the Funds. Holdings II is the managing member of Kennedy Lewis GP III. Holdings II is controlled by its board of managers. David Chene and Darren Richman, each a Manager of Holdings II, are the effective control persons of Holdings II. Each of Kennedy Lewis GP III, Holdings II, David Chene and Darren Richman may have been deemed to exercise voting and investment power over and thus may have been deemed to have beneficially owned the securities reported herein that were held by the Funds due to their relationship with the Funds.

F5: For purposes of Section 16 of the Securities Exchange Act of 1934, each of Kennedy Lewis GP III, Holdings II, David Chene and Darren Richman disclaims beneficial ownership of the securities of the Issuer reported herein that were held directly by the Funds except to the extent of its or his pecuniary interest therein, and this report shall not be deemed an admission that any of Kennedy Lewis GP III, Holdings II, David Chene or Darren Richman was the beneficial owner of such securities for purposes of Section 16 or any other purpose.

Filing footnotes · ownership attribution and instrument terms

F1: On October 24, 2025, in connection with the sale by an indirect subsidiary of Douglas Elliman Inc. (the "Issuer") of the equity interests it held in another indirect subsidiary of the Issuer to a third party, the Issuer repurchased the previously reported Senior Secured Convertible Promissory Notes (collectively, the "Convertible Notes") held by KLCP Fund III (EU) Master AIV LP ("KLCP Fund III") and KLIM Delta HQC3 LP ("KLIM Delta", and together with KLCP Fund III, the "Funds") for an aggregate purchase price of $95,000,000. In connection with the repurchase of the Convertible Notes, on October 24, 2025, David Chene, a Manager of Kennedy Lewis Investment Holdings II LLC ("Holdings II"), resigned from the Issuer's Board of Directors.

F2: These securities were held by KLCP Fund III.

F3: These securities were held by KLIM Delta.

F4: Kennedy Lewis GP III LLC ("Kennedy Lewis GP III") is the general partner of each of the Funds. Holdings II is the managing member of Kennedy Lewis GP III. Holdings II is controlled by its board of managers. David Chene and Darren Richman, each a Manager of Holdings II, are the effective control persons of Holdings II. Each of Kennedy Lewis GP III, Holdings II, David Chene and Darren Richman may have been deemed to exercise voting and investment power over and thus may have been deemed to have beneficially owned the securities reported herein that were held by the Funds due to their relationship with the Funds.

F5: For purposes of Section 16 of the Securities Exchange Act of 1934, each of Kennedy Lewis GP III, Holdings II, David Chene and Darren Richman disclaims beneficial ownership of the securities of the Issuer reported herein that were held directly by the Funds except to the extent of its or his pecuniary interest therein, and this report shall not be deemed an admission that any of Kennedy Lewis GP III, Holdings II, David Chene or Darren Richman was the beneficial owner of such securities for purposes of Section 16 or any other purpose.

F6: This Convertible Note between KLCP Fund III and the Issuer was due July 2, 2029, had a principal amount of $45,790,109.01 and bore interest at a rate of 7.0% per annum payable in cash, or, if no Event of Default (as defined in such Convertible Note) had occurred or was continuing, at the Issuer's election, 8.0% per annum paid in kind, due semi-annually. The maturity date of this Convertible Note was July 2, 2029.

F7: This Convertible Note between KLIM Delta and the Issuer was due July 2, 2029, had a principal amount of $4,209,890.99 and bore interest at a rate of 7.0% per annum payable in cash, or, if no Event of Default (as defined in such Convertible Note) had occurred or was continuing, at the Issuer's election, 8.0% per annum paid in kind, due semi-annually. The maturity date of this Convertible Note was July 2, 2029.

F8: The Funds had the right to elect at any time to convert their respective Convertible Notes into shares of common stock, par value $0.01 per share ("Common Stock"), of the Issuer at an initial conversion price equal to $1.50 per share of Common Stock, subject to adjustment as set forth in the Convertible Notes, so long as the aggregate number of shares of Common Stock beneficially owned by such Fund, together with its affiliates and any member of a Section 13(d) group with such Fund or any of its affiliates, would not exceed 4.99% of the number of shares of Common Stock outstanding immediately after giving effect to the conversion (the "Beneficial Ownership Limitation").

F9: (Continued from footnote 8) The Funds had the right to increase or decrease the Beneficial Ownership Limitation upon no less than 61 days' prior written notice to the Issuer, provided that the Beneficial Ownership Limitation could in no event exceed 24.99% of the number of shares of Common Stock outstanding immediately after giving effect to the conversion. The conversion price was subject to certain customary anti-dilution adjustments.

Transaction history

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Transaction dateCompanyActivity / securityShares / unitsReported priceReported valueDetails
October 24, 2025 Filed Oct 28, 2025 15:56 UTC Douglas Elliman Inc. DOUG · Entity 6469 Disposition to issuerSenior Secured Convertible Promissory Note · Derivative 1 Not disclosed Not disclosed
Disclosure

SEC source: 0001193125-25-253443 · ownership.xml · derivative · entry 2

Kennedy Lewis GP III LLC · CIK 0001897209 · Director

Kennedy Lewis Investment Holdings II LLC · CIK 0001854977 · Director

KLIM Delta HQC3 LP · CIK 0001994226 · Director

KLCP Fund III (EU) Master AIV LP · CIK 0002029655 · Director

CHENE DAVID · CIK 0001797237 · Director

Richman Darren · CIK 0001594474 · Director

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

10b5-1 filing: No plan indicated

Ownership: Indirect · See Footnotes

Disclosed balance after: 0

Underlying: Common Stock · 2,806,594 shares

Expires not disclosed

F8 · derivative.exercise_price: The Funds had the right to elect at any time to convert their respective Convertible Notes into shares of common stock, par value $0.01 per share ("Common Stock"), of the Issuer at an initial conversion price equal to $1.50 per share of Common Stock, subject to adjustment as set forth in the Convertible Notes, so long as the aggregate number of shares of Common Stock beneficially owned by such Fund, together with its affiliates and any member of a Section 13(d) group with such Fund or any of its affiliates, would not exceed 4.99% of the number of shares of Common Stock outstanding immediately after giving effect to the conversion (the "Beneficial Ownership Limitation").

F9 · derivative.exercise_price: (Continued from footnote 8) The Funds had the right to increase or decrease the Beneficial Ownership Limitation upon no less than 61 days' prior written notice to the Issuer, provided that the Beneficial Ownership Limitation could in no event exceed 24.99% of the number of shares of Common Stock outstanding immediately after giving effect to the conversion. The conversion price was subject to certain customary anti-dilution adjustments.

F1 · kind: On October 24, 2025, in connection with the sale by an indirect subsidiary of Douglas Elliman Inc. (the "Issuer") of the equity interests it held in another indirect subsidiary of the Issuer to a third party, the Issuer repurchased the previously reported Senior Secured Convertible Promissory Notes (collectively, the "Convertible Notes") held by KLCP Fund III (EU) Master AIV LP ("KLCP Fund III") and KLIM Delta HQC3 LP ("KLIM Delta", and together with KLCP Fund III, the "Funds") for an aggregate purchase price of $95,000,000. In connection with the repurchase of the Convertible Notes, on October 24, 2025, David Chene, a Manager of Kennedy Lewis Investment Holdings II LLC ("Holdings II"), resigned from the Issuer's Board of Directors.

F7 · shares: This Convertible Note between KLIM Delta and the Issuer was due July 2, 2029, had a principal amount of $4,209,890.99 and bore interest at a rate of 7.0% per annum payable in cash, or, if no Event of Default (as defined in such Convertible Note) had occurred or was continuing, at the Issuer's election, 8.0% per annum paid in kind, due semi-annually. The maturity date of this Convertible Note was July 2, 2029.

F8 · shares: The Funds had the right to elect at any time to convert their respective Convertible Notes into shares of common stock, par value $0.01 per share ("Common Stock"), of the Issuer at an initial conversion price equal to $1.50 per share of Common Stock, subject to adjustment as set forth in the Convertible Notes, so long as the aggregate number of shares of Common Stock beneficially owned by such Fund, together with its affiliates and any member of a Section 13(d) group with such Fund or any of its affiliates, would not exceed 4.99% of the number of shares of Common Stock outstanding immediately after giving effect to the conversion (the "Beneficial Ownership Limitation").

F9 · shares: (Continued from footnote 8) The Funds had the right to increase or decrease the Beneficial Ownership Limitation upon no less than 61 days' prior written notice to the Issuer, provided that the Beneficial Ownership Limitation could in no event exceed 24.99% of the number of shares of Common Stock outstanding immediately after giving effect to the conversion. The conversion price was subject to certain customary anti-dilution adjustments.

F1 · price: On October 24, 2025, in connection with the sale by an indirect subsidiary of Douglas Elliman Inc. (the "Issuer") of the equity interests it held in another indirect subsidiary of the Issuer to a third party, the Issuer repurchased the previously reported Senior Secured Convertible Promissory Notes (collectively, the "Convertible Notes") held by KLCP Fund III (EU) Master AIV LP ("KLCP Fund III") and KLIM Delta HQC3 LP ("KLIM Delta", and together with KLCP Fund III, the "Funds") for an aggregate purchase price of $95,000,000. In connection with the repurchase of the Convertible Notes, on October 24, 2025, David Chene, a Manager of Kennedy Lewis Investment Holdings II LLC ("Holdings II"), resigned from the Issuer's Board of Directors.

F7 · derivative.exercise_date: This Convertible Note between KLIM Delta and the Issuer was due July 2, 2029, had a principal amount of $4,209,890.99 and bore interest at a rate of 7.0% per annum payable in cash, or, if no Event of Default (as defined in such Convertible Note) had occurred or was continuing, at the Issuer's election, 8.0% per annum paid in kind, due semi-annually. The maturity date of this Convertible Note was July 2, 2029.

F7 · derivative.expiration_date: This Convertible Note between KLIM Delta and the Issuer was due July 2, 2029, had a principal amount of $4,209,890.99 and bore interest at a rate of 7.0% per annum payable in cash, or, if no Event of Default (as defined in such Convertible Note) had occurred or was continuing, at the Issuer's election, 8.0% per annum paid in kind, due semi-annually. The maturity date of this Convertible Note was July 2, 2029.

F7 · derivative.underlying_shares: This Convertible Note between KLIM Delta and the Issuer was due July 2, 2029, had a principal amount of $4,209,890.99 and bore interest at a rate of 7.0% per annum payable in cash, or, if no Event of Default (as defined in such Convertible Note) had occurred or was continuing, at the Issuer's election, 8.0% per annum paid in kind, due semi-annually. The maturity date of this Convertible Note was July 2, 2029.

F8 · derivative.underlying_shares: The Funds had the right to elect at any time to convert their respective Convertible Notes into shares of common stock, par value $0.01 per share ("Common Stock"), of the Issuer at an initial conversion price equal to $1.50 per share of Common Stock, subject to adjustment as set forth in the Convertible Notes, so long as the aggregate number of shares of Common Stock beneficially owned by such Fund, together with its affiliates and any member of a Section 13(d) group with such Fund or any of its affiliates, would not exceed 4.99% of the number of shares of Common Stock outstanding immediately after giving effect to the conversion (the "Beneficial Ownership Limitation").

F9 · derivative.underlying_shares: (Continued from footnote 8) The Funds had the right to increase or decrease the Beneficial Ownership Limitation upon no less than 61 days' prior written notice to the Issuer, provided that the Beneficial Ownership Limitation could in no event exceed 24.99% of the number of shares of Common Stock outstanding immediately after giving effect to the conversion. The conversion price was subject to certain customary anti-dilution adjustments.

F3 · ownership.nature: These securities were held by KLIM Delta.

F4 · ownership.nature: Kennedy Lewis GP III LLC ("Kennedy Lewis GP III") is the general partner of each of the Funds. Holdings II is the managing member of Kennedy Lewis GP III. Holdings II is controlled by its board of managers. David Chene and Darren Richman, each a Manager of Holdings II, are the effective control persons of Holdings II. Each of Kennedy Lewis GP III, Holdings II, David Chene and Darren Richman may have been deemed to exercise voting and investment power over and thus may have been deemed to have beneficially owned the securities reported herein that were held by the Funds due to their relationship with the Funds.

F5 · ownership.nature: For purposes of Section 16 of the Securities Exchange Act of 1934, each of Kennedy Lewis GP III, Holdings II, David Chene and Darren Richman disclaims beneficial ownership of the securities of the Issuer reported herein that were held directly by the Funds except to the extent of its or his pecuniary interest therein, and this report shall not be deemed an admission that any of Kennedy Lewis GP III, Holdings II, David Chene or Darren Richman was the beneficial owner of such securities for purposes of Section 16 or any other purpose.

Read SEC document
October 24, 2025 Filed Oct 28, 2025 15:56 UTC Douglas Elliman Inc. DOUG · Entity 6469 Disposition to issuerSenior Secured Convertible Promissory Note · Derivative 1 Not disclosed Not disclosed
Disclosure

SEC source: 0001193125-25-253443 · ownership.xml · derivative · entry 1

Kennedy Lewis GP III LLC · CIK 0001897209 · Director

Kennedy Lewis Investment Holdings II LLC · CIK 0001854977 · Director

KLIM Delta HQC3 LP · CIK 0001994226 · Director

KLCP Fund III (EU) Master AIV LP · CIK 0002029655 · Director

CHENE DAVID · CIK 0001797237 · Director

Richman Darren · CIK 0001594474 · Director

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

10b5-1 filing: No plan indicated

Ownership: Indirect · See Footnotes

Disclosed balance after: 0

Underlying: Common Stock · 30,526,740 shares

Expires not disclosed

F8 · derivative.exercise_price: The Funds had the right to elect at any time to convert their respective Convertible Notes into shares of common stock, par value $0.01 per share ("Common Stock"), of the Issuer at an initial conversion price equal to $1.50 per share of Common Stock, subject to adjustment as set forth in the Convertible Notes, so long as the aggregate number of shares of Common Stock beneficially owned by such Fund, together with its affiliates and any member of a Section 13(d) group with such Fund or any of its affiliates, would not exceed 4.99% of the number of shares of Common Stock outstanding immediately after giving effect to the conversion (the "Beneficial Ownership Limitation").

F9 · derivative.exercise_price: (Continued from footnote 8) The Funds had the right to increase or decrease the Beneficial Ownership Limitation upon no less than 61 days' prior written notice to the Issuer, provided that the Beneficial Ownership Limitation could in no event exceed 24.99% of the number of shares of Common Stock outstanding immediately after giving effect to the conversion. The conversion price was subject to certain customary anti-dilution adjustments.

F1 · kind: On October 24, 2025, in connection with the sale by an indirect subsidiary of Douglas Elliman Inc. (the "Issuer") of the equity interests it held in another indirect subsidiary of the Issuer to a third party, the Issuer repurchased the previously reported Senior Secured Convertible Promissory Notes (collectively, the "Convertible Notes") held by KLCP Fund III (EU) Master AIV LP ("KLCP Fund III") and KLIM Delta HQC3 LP ("KLIM Delta", and together with KLCP Fund III, the "Funds") for an aggregate purchase price of $95,000,000. In connection with the repurchase of the Convertible Notes, on October 24, 2025, David Chene, a Manager of Kennedy Lewis Investment Holdings II LLC ("Holdings II"), resigned from the Issuer's Board of Directors.

F6 · shares: This Convertible Note between KLCP Fund III and the Issuer was due July 2, 2029, had a principal amount of $45,790,109.01 and bore interest at a rate of 7.0% per annum payable in cash, or, if no Event of Default (as defined in such Convertible Note) had occurred or was continuing, at the Issuer's election, 8.0% per annum paid in kind, due semi-annually. The maturity date of this Convertible Note was July 2, 2029.

F8 · shares: The Funds had the right to elect at any time to convert their respective Convertible Notes into shares of common stock, par value $0.01 per share ("Common Stock"), of the Issuer at an initial conversion price equal to $1.50 per share of Common Stock, subject to adjustment as set forth in the Convertible Notes, so long as the aggregate number of shares of Common Stock beneficially owned by such Fund, together with its affiliates and any member of a Section 13(d) group with such Fund or any of its affiliates, would not exceed 4.99% of the number of shares of Common Stock outstanding immediately after giving effect to the conversion (the "Beneficial Ownership Limitation").

F9 · shares: (Continued from footnote 8) The Funds had the right to increase or decrease the Beneficial Ownership Limitation upon no less than 61 days' prior written notice to the Issuer, provided that the Beneficial Ownership Limitation could in no event exceed 24.99% of the number of shares of Common Stock outstanding immediately after giving effect to the conversion. The conversion price was subject to certain customary anti-dilution adjustments.

F1 · price: On October 24, 2025, in connection with the sale by an indirect subsidiary of Douglas Elliman Inc. (the "Issuer") of the equity interests it held in another indirect subsidiary of the Issuer to a third party, the Issuer repurchased the previously reported Senior Secured Convertible Promissory Notes (collectively, the "Convertible Notes") held by KLCP Fund III (EU) Master AIV LP ("KLCP Fund III") and KLIM Delta HQC3 LP ("KLIM Delta", and together with KLCP Fund III, the "Funds") for an aggregate purchase price of $95,000,000. In connection with the repurchase of the Convertible Notes, on October 24, 2025, David Chene, a Manager of Kennedy Lewis Investment Holdings II LLC ("Holdings II"), resigned from the Issuer's Board of Directors.

F6 · derivative.exercise_date: This Convertible Note between KLCP Fund III and the Issuer was due July 2, 2029, had a principal amount of $45,790,109.01 and bore interest at a rate of 7.0% per annum payable in cash, or, if no Event of Default (as defined in such Convertible Note) had occurred or was continuing, at the Issuer's election, 8.0% per annum paid in kind, due semi-annually. The maturity date of this Convertible Note was July 2, 2029.

F6 · derivative.expiration_date: This Convertible Note between KLCP Fund III and the Issuer was due July 2, 2029, had a principal amount of $45,790,109.01 and bore interest at a rate of 7.0% per annum payable in cash, or, if no Event of Default (as defined in such Convertible Note) had occurred or was continuing, at the Issuer's election, 8.0% per annum paid in kind, due semi-annually. The maturity date of this Convertible Note was July 2, 2029.

F6 · derivative.underlying_shares: This Convertible Note between KLCP Fund III and the Issuer was due July 2, 2029, had a principal amount of $45,790,109.01 and bore interest at a rate of 7.0% per annum payable in cash, or, if no Event of Default (as defined in such Convertible Note) had occurred or was continuing, at the Issuer's election, 8.0% per annum paid in kind, due semi-annually. The maturity date of this Convertible Note was July 2, 2029.

F8 · derivative.underlying_shares: The Funds had the right to elect at any time to convert their respective Convertible Notes into shares of common stock, par value $0.01 per share ("Common Stock"), of the Issuer at an initial conversion price equal to $1.50 per share of Common Stock, subject to adjustment as set forth in the Convertible Notes, so long as the aggregate number of shares of Common Stock beneficially owned by such Fund, together with its affiliates and any member of a Section 13(d) group with such Fund or any of its affiliates, would not exceed 4.99% of the number of shares of Common Stock outstanding immediately after giving effect to the conversion (the "Beneficial Ownership Limitation").

F9 · derivative.underlying_shares: (Continued from footnote 8) The Funds had the right to increase or decrease the Beneficial Ownership Limitation upon no less than 61 days' prior written notice to the Issuer, provided that the Beneficial Ownership Limitation could in no event exceed 24.99% of the number of shares of Common Stock outstanding immediately after giving effect to the conversion. The conversion price was subject to certain customary anti-dilution adjustments.

F2 · ownership.nature: These securities were held by KLCP Fund III.

F4 · ownership.nature: Kennedy Lewis GP III LLC ("Kennedy Lewis GP III") is the general partner of each of the Funds. Holdings II is the managing member of Kennedy Lewis GP III. Holdings II is controlled by its board of managers. David Chene and Darren Richman, each a Manager of Holdings II, are the effective control persons of Holdings II. Each of Kennedy Lewis GP III, Holdings II, David Chene and Darren Richman may have been deemed to exercise voting and investment power over and thus may have been deemed to have beneficially owned the securities reported herein that were held by the Funds due to their relationship with the Funds.

F5 · ownership.nature: For purposes of Section 16 of the Securities Exchange Act of 1934, each of Kennedy Lewis GP III, Holdings II, David Chene and Darren Richman disclaims beneficial ownership of the securities of the Issuer reported herein that were held directly by the Funds except to the extent of its or his pecuniary interest therein, and this report shall not be deemed an admission that any of Kennedy Lewis GP III, Holdings II, David Chene or Darren Richman was the beneficial owner of such securities for purposes of Section 16 or any other purpose.

Read SEC document
June 28, 2025 Filed Jun 30, 2025 18:30 UTC Douglas Elliman Inc. DOUG · Entity 6469 GrantCommon Stock 61,983 $0.00 $0.00
Disclosure

SEC source: 0000950170-25-091788 · ownership.xml · nonDerivative · entry 2

Kennedy Lewis GP III LLC · CIK 0001897209 · Director

Kennedy Lewis Investment Holdings II LLC · CIK 0001854977 · Director

KLIM Delta HQC3 LP · CIK 0001994226 · Director

KLCP Fund III (EU) Master AIV LP · CIK 0002029655 · Director

CHENE DAVID · CIK 0001797237 · Director

Richman Darren · CIK 0001594474 · Director

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

10b5-1 filing: No plan indicated

Ownership: Indirect · See Footnotes

Disclosed balance after: 120,958

F1 · kind: On June 28, 2025, Douglas Elliman Inc. (the "Issuer") granted 61,983 shares of restricted Common Stock to David Chene, a member of the Issuer's Board of Directors (the "Board") in respect of his service on the Board. Mr. Chene holds the shares of restricted Common Stock for the benefit of KLIM Delta HQC3 LP ("KLIM Delta") and KLCP Fund III (EU) Master AIV LP ("KLCP Fund III", and together with KLIM Delta, the "Funds"). Because Mr. Chene serves on the Board as a representative of the Funds and their affiliates, Mr. Chene does not have a right to any economic interest in securities of the Issuer granted to him by the Issuer in respect of his Board position and the Funds are entitled to an indirect proportionate pecuniary interest in any securities granted to Mr. Chene by the Issuer in respect of Mr. Chene's Board position.

F2 · kind: (Continued from footnote 1) Mr. Chene disclaims any direct beneficial ownership of the Issuer's securities to which this report relates and at no time has Mr. Chene had any economic interest in such securities except any indirect economic interest through interests in the Funds and their affiliates. The restricted stock award was granted under the Issuer's 2021 Management Incentive Plan, and vests in two equal annual installments on each of June 28, 2026 and June 28, 2027, subject to Mr. Chene's continued service through each such vesting date or earlier vesting upon Mr. Chene's death or disability or a change-of-control.

F3 · shares: The 61,983 shares of restricted Common Stock are reported for each of the Funds as each has an indirect pecuniary interest.

F3 · balance_after: The 61,983 shares of restricted Common Stock are reported for each of the Funds as each has an indirect pecuniary interest.

F5 · ownership.nature: As described in footnotes (1) and (2), the reported securities represent shares of restricted Common Stock in which KLCP Fund III may be deemed to have an indirect proportionate pecuniary interest.

F6 · ownership.nature: Kennedy Lewis GP III LLC ("Kennedy Lewis GP III") is the general partner of each of the Funds. Kennedy Lewis Investment Holdings II LLC ("Holdings II") is the managing member of Kennedy Lewis GP III. Holdings II is controlled by its board of managers. David Chene and Darren Richman, each a Manager of Holdings II, are the effective control persons of Holdings II. Each of Kennedy Lewis GP III, Holdings II, David Chene and Darren Richman may be deemed to exercise voting and investment power over and thus may be deemed to beneficially own the securities held by the Funds due to their relationship with the Funds.

F7 · ownership.nature: For purposes of Section 16 of the Securities Exchange Act of 1934, each of Kennedy Lewis GP III, Holdings II, David Chene and Darren Richman disclaims beneficial ownership of the securities of the Issuer held directly by the Funds except to the extent of its or his pecuniary interest therein, and this report shall not be deemed an admission that any of Kennedy Lewis GP III, Holdings II, David Chene or Darren Richman is the beneficial owner of such securities for purposes of Section 16 or any other purpose.

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June 28, 2025 Filed Jun 30, 2025 18:30 UTC Douglas Elliman Inc. DOUG · Entity 6469 GrantCommon Stock 61,983 $0.00 $0.00
Disclosure

SEC source: 0000950170-25-091788 · ownership.xml · nonDerivative · entry 1

Kennedy Lewis GP III LLC · CIK 0001897209 · Director

Kennedy Lewis Investment Holdings II LLC · CIK 0001854977 · Director

KLIM Delta HQC3 LP · CIK 0001994226 · Director

KLCP Fund III (EU) Master AIV LP · CIK 0002029655 · Director

CHENE DAVID · CIK 0001797237 · Director

Richman Darren · CIK 0001594474 · Director

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

10b5-1 filing: No plan indicated

Ownership: Indirect · See Footnotes

Disclosed balance after: 120,958

F1 · kind: On June 28, 2025, Douglas Elliman Inc. (the "Issuer") granted 61,983 shares of restricted Common Stock to David Chene, a member of the Issuer's Board of Directors (the "Board") in respect of his service on the Board. Mr. Chene holds the shares of restricted Common Stock for the benefit of KLIM Delta HQC3 LP ("KLIM Delta") and KLCP Fund III (EU) Master AIV LP ("KLCP Fund III", and together with KLIM Delta, the "Funds"). Because Mr. Chene serves on the Board as a representative of the Funds and their affiliates, Mr. Chene does not have a right to any economic interest in securities of the Issuer granted to him by the Issuer in respect of his Board position and the Funds are entitled to an indirect proportionate pecuniary interest in any securities granted to Mr. Chene by the Issuer in respect of Mr. Chene's Board position.

F2 · kind: (Continued from footnote 1) Mr. Chene disclaims any direct beneficial ownership of the Issuer's securities to which this report relates and at no time has Mr. Chene had any economic interest in such securities except any indirect economic interest through interests in the Funds and their affiliates. The restricted stock award was granted under the Issuer's 2021 Management Incentive Plan, and vests in two equal annual installments on each of June 28, 2026 and June 28, 2027, subject to Mr. Chene's continued service through each such vesting date or earlier vesting upon Mr. Chene's death or disability or a change-of-control.

F3 · shares: The 61,983 shares of restricted Common Stock are reported for each of the Funds as each has an indirect pecuniary interest.

F3 · balance_after: The 61,983 shares of restricted Common Stock are reported for each of the Funds as each has an indirect pecuniary interest.

F4 · ownership.nature: As described in footnotes (1) and (2), the reported securities represent shares of restricted Common Stock in which KLIM Delta may be deemed to have an indirect proportionate pecuniary interest.

F6 · ownership.nature: Kennedy Lewis GP III LLC ("Kennedy Lewis GP III") is the general partner of each of the Funds. Kennedy Lewis Investment Holdings II LLC ("Holdings II") is the managing member of Kennedy Lewis GP III. Holdings II is controlled by its board of managers. David Chene and Darren Richman, each a Manager of Holdings II, are the effective control persons of Holdings II. Each of Kennedy Lewis GP III, Holdings II, David Chene and Darren Richman may be deemed to exercise voting and investment power over and thus may be deemed to beneficially own the securities held by the Funds due to their relationship with the Funds.

F7 · ownership.nature: For purposes of Section 16 of the Securities Exchange Act of 1934, each of Kennedy Lewis GP III, Holdings II, David Chene and Darren Richman disclaims beneficial ownership of the securities of the Issuer held directly by the Funds except to the extent of its or his pecuniary interest therein, and this report shall not be deemed an admission that any of Kennedy Lewis GP III, Holdings II, David Chene or Darren Richman is the beneficial owner of such securities for purposes of Section 16 or any other purpose.

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July 31, 2024 Filed Aug 2, 2024 18:00 UTC Douglas Elliman Inc. DOUG · Entity 6469 GrantCommon Stock 58,975 $0.00 $0.00
Disclosure

SEC source: 0000950170-24-090175 · ownership.xml · nonDerivative · entry 2

Kennedy Lewis GP III LLC · CIK 0001897209 · Director

Kennedy Lewis Investment Holdings II LLC · CIK 0001854977 · Director

KLIM Delta HQC3 LP · CIK 0001994226 · Director

KLCP Fund III (EU) Master AIV LP · CIK 0002029655 · Director

CHENE DAVID · CIK 0001797237 · Director

Richman Darren · CIK 0001594474 · Director

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

10b5-1 filing: No plan indicated

Ownership: Indirect · See Footnotes

Disclosed balance after: 58,975

F1 · kind: On July 31, 2024, Douglas Elliman Inc. (the "Issuer") granted 58,975 shares of restricted Common Stock to David Chene, a member of the Issuer's Board of Directors (the "Board") in respect of his service on the Board. Mr. Chene holds the shares of restricted Common Stock for the benefit of KLIM Delta HQC3 LP ("KLIM Delta") and KLCP Fund III (EU) Master AIV LP ("KLCP Fund III", and together with KLIM Delta, the "Funds"). Because Mr. Chene serves on the Board as a representative of the Funds and their affiliates, Mr. Chene does not have a right to any economic interest in securities of the Issuer granted to him by the Issuer in respect of his Board position and the Funds are entitled to an indirect proportionate pecuniary interest in any securities granted to Mr. Chene by the Issuer in respect of Mr. Chene's Board position.

F2 · kind: (Continued from Footnote 1) Mr. Chene disclaims any direct beneficial ownership of the Issuer's securities to which this report relates and at no time has Mr. Chene had any economic interest in such securities except any indirect economic interest through interests in the Funds and their affiliates. The restricted stock award was granted under the Issuer's 2021 Management Incentive Plan, and vests in two equal annual installments on each of July 31, 2025 and July 31, 2026, subject to Mr. Chene's continued service through each such vesting date or earlier vesting upon Mr. Chene's death or disability or a change-of-control.

F3 · shares: The 58,975 shares of restricted Common Stock are reported for each of the Funds as each has an indirect pecuniary interest.

F3 · balance_after: The 58,975 shares of restricted Common Stock are reported for each of the Funds as each has an indirect pecuniary interest.

F5 · ownership.nature: As described in footnotes (1), (2) and (3), the reported securities represent shares of restricted Common Stock in which KLCP Fund III may be deemed to have an indirect proportionate pecuniary interest.

F6 · ownership.nature: Kennedy Lewis GP III LLC ("Kennedy Lewis GP III") is the general partner of each of the Funds. Kennedy Lewis Investment Holdings II LLC ("Holdings II") is the managing member of Kennedy Lewis GP III. Holdings II is controlled by its board of managers. David Chene and Darren Richman, each a Manager of Holdings II, are the effective control persons of Holdings II. Each of Kennedy Lewis GP III, Holdings II, David Chene and Darren Richman may be deemed to exercise voting and investment power over and thus may be deemed to beneficially own the securities held by the Funds due to their relationship with the Funds.

F7 · ownership.nature: For purposes of Section 16 of the Securities Exchange Act of 1934, each of Kennedy Lewis GP III, Holdings II, David Chene and Darren Richman disclaims beneficial ownership of the securities of the Issuer held directly by the Funds except to the extent of its or his pecuniary interest therein, and this report shall not be deemed an admission that any of Kennedy Lewis GP III, Holdings II, David Chene or Darren Richman is the beneficial owner of such securities for purposes of Section 16 or any other purpose.

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July 31, 2024 Filed Aug 2, 2024 18:00 UTC Douglas Elliman Inc. DOUG · Entity 6469 GrantCommon Stock 58,975 $0.00 $0.00
Disclosure

SEC source: 0000950170-24-090175 · ownership.xml · nonDerivative · entry 1

Kennedy Lewis GP III LLC · CIK 0001897209 · Director

Kennedy Lewis Investment Holdings II LLC · CIK 0001854977 · Director

KLIM Delta HQC3 LP · CIK 0001994226 · Director

KLCP Fund III (EU) Master AIV LP · CIK 0002029655 · Director

CHENE DAVID · CIK 0001797237 · Director

Richman Darren · CIK 0001594474 · Director

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

10b5-1 filing: No plan indicated

Ownership: Indirect · See Footnotes

Disclosed balance after: 58,975

F1 · kind: On July 31, 2024, Douglas Elliman Inc. (the "Issuer") granted 58,975 shares of restricted Common Stock to David Chene, a member of the Issuer's Board of Directors (the "Board") in respect of his service on the Board. Mr. Chene holds the shares of restricted Common Stock for the benefit of KLIM Delta HQC3 LP ("KLIM Delta") and KLCP Fund III (EU) Master AIV LP ("KLCP Fund III", and together with KLIM Delta, the "Funds"). Because Mr. Chene serves on the Board as a representative of the Funds and their affiliates, Mr. Chene does not have a right to any economic interest in securities of the Issuer granted to him by the Issuer in respect of his Board position and the Funds are entitled to an indirect proportionate pecuniary interest in any securities granted to Mr. Chene by the Issuer in respect of Mr. Chene's Board position.

F2 · kind: (Continued from Footnote 1) Mr. Chene disclaims any direct beneficial ownership of the Issuer's securities to which this report relates and at no time has Mr. Chene had any economic interest in such securities except any indirect economic interest through interests in the Funds and their affiliates. The restricted stock award was granted under the Issuer's 2021 Management Incentive Plan, and vests in two equal annual installments on each of July 31, 2025 and July 31, 2026, subject to Mr. Chene's continued service through each such vesting date or earlier vesting upon Mr. Chene's death or disability or a change-of-control.

F3 · shares: The 58,975 shares of restricted Common Stock are reported for each of the Funds as each has an indirect pecuniary interest.

F3 · balance_after: The 58,975 shares of restricted Common Stock are reported for each of the Funds as each has an indirect pecuniary interest.

F4 · ownership.nature: As described in footnotes (1), (2) and (3), the reported securities represent shares of restricted Common Stock in which KLIM Delta may be deemed to have an indirect proportionate pecuniary interest.

F6 · ownership.nature: Kennedy Lewis GP III LLC ("Kennedy Lewis GP III") is the general partner of each of the Funds. Kennedy Lewis Investment Holdings II LLC ("Holdings II") is the managing member of Kennedy Lewis GP III. Holdings II is controlled by its board of managers. David Chene and Darren Richman, each a Manager of Holdings II, are the effective control persons of Holdings II. Each of Kennedy Lewis GP III, Holdings II, David Chene and Darren Richman may be deemed to exercise voting and investment power over and thus may be deemed to beneficially own the securities held by the Funds due to their relationship with the Funds.

F7 · ownership.nature: For purposes of Section 16 of the Securities Exchange Act of 1934, each of Kennedy Lewis GP III, Holdings II, David Chene and Darren Richman disclaims beneficial ownership of the securities of the Issuer held directly by the Funds except to the extent of its or his pecuniary interest therein, and this report shall not be deemed an admission that any of Kennedy Lewis GP III, Holdings II, David Chene or Darren Richman is the beneficial owner of such securities for purposes of Section 16 or any other purpose.

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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.