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Cowen & Co., LLC, et al. – ‘4’ for 3/8/24 re: Star Holdings

On:  Friday, 3/15/24, at 7:44pm ET   ·   For:  3/8/24   ·   As:  10% Owner   ·   Accession #:  905148-24-957   ·   File #:  1-41572

Previous ‘4’:  ‘4’ on 3/15/24 for 3/6/24   ·   Latest ‘4’:  This Filing

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  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 3/15/24  Cowen & Co., LLC                  4          10% Owner   1:25K  Star Holdings                     Sidley Austin LLP/FA
          Cowen Holdings, Inc.
          Cowen Inc.
          Cowen Overseas Investment LP
          RCG LV Pearl LLC

Statement of Changes in Beneficial Ownership of Securities by an Insider   —   Form 4   —   SEA’34

Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 4           Statement of Changes in Beneficial Ownership of     HTML     22K 
                Securities by an Insider -- form4.xml/5.8


        

This ‘4’ Document is an XML Data File that may be rendered in various formats:

  Form 4    –   Plain Text   –  SEC Website  –  EDGAR System  –    XML Data    –  <?xml?> File
 
 
SEC Info℠ rendering:  Statement of Changes in Beneficial Ownership of Securities by an Insider
 

The SEC has not released XSLT Stylesheets needed to render this File’s XML Data as a Form.

This is our “Plain Text” rendering:
 
                                                                                                                                                                                
Ownership Document
 
Schema Version:  X0508
Document Type:  4
Period of Report:  3/8/24
Not Subject to Section 16?  Yes
Issuer:
Issuer CIK:  1953366
Issuer Name:  Star Holdings
Issuer Trading Symbol:  STHO
Reporting Owner:
Reporting Owner ID:
Owner CIK:  1466538
Owner Name:  COWEN INC.
Reporting Owner Address:
Owner Street 1:  599 LEXINGTON AVENUE, 20TH FLOOR
Owner Street 2:
Owner City:  NEW YORK
Owner State:  NY
Owner ZIP Code:  10022
Owner State Description:
Reporting Owner Relationship:
Is Ten Percent Owner?  Yes
Reporting Owner:
Reporting Owner ID:
Owner CIK:  1506502
Owner Name:  Cowen Overseas Investment LP
Reporting Owner Address:
Owner Street 1:  599 LEXINGTON AVENUE, 20TH FLOOR
Owner Street 2:
Owner City:  NEW YORK
Owner State:  NY
Owner ZIP Code:  10022
Owner State Description:
Reporting Owner Relationship:
Is Ten Percent Owner?  Yes
Reporting Owner:
Reporting Owner ID:
Owner CIK:  48966
Owner Name:  COWEN AND COMPANY, LLC
Reporting Owner Address:
Owner Street 1:  599 LEXINGTON AVENUE, 20TH FLOOR
Owner Street 2:
Owner City:  NEW YORK
Owner State:  NY
Owner ZIP Code:  10022
Owner State Description:
Reporting Owner Relationship:
Is Ten Percent Owner?  Yes
Reporting Owner:
Reporting Owner ID:
Owner CIK:  1355007
Owner Name:  Cowen Holdings, Inc.
Reporting Owner Address:
Owner Street 1:  599 LEXINGTON AVENUE, 20TH FLOOR
Owner Street 2:
Owner City:  NEW YORK
Owner State:  NY
Owner ZIP Code:  10022
Owner State Description:
Reporting Owner Relationship:
Is Ten Percent Owner?  Yes
Reporting Owner:
Reporting Owner ID:
Owner CIK:  1613404
Owner Name:  RCG LV Pearl LLC
Reporting Owner Address:
Owner Street 1:  599 LEXINGTON AVENUE, 20TH FLOOR
Owner Street 2:
Owner City:  NEW YORK
Owner State:  NY
Owner ZIP Code:  10022
Owner State Description:
Reporting Owner Relationship:
Is Ten Percent Owner?  Yes
Aff 10b5 One?  No
Non-Derivative Table:
Non-Derivative Transaction:
Security Title:
Value:  Common Shares of Beneficial Interest
Transaction Date:
Value:  3/8/24
Transaction Coding:
Transaction Form Type:  4
Transaction Code:  P
Equity Swap Involved?  No
Transaction Amounts:
Transaction Shares:
Value:  11,472
Transaction Price Per Share:
Value:  12.201
Footnote ID:  F5
Transaction Acquired-Disposed Code:
Value:  A
Post-Transaction Amounts:
Shares Owned Following Transaction:
Value:  1,000,920
Ownership Nature:
Direct or Indirect Ownership:
Value:  I
Footnote ID:  F1
Footnote ID:  F2
Footnote ID:  F3
Nature of Ownership:
Value:  By Cowen Overseas Investment LP
Footnote ID:  F1
Footnote ID:  F2
Footnote ID:  F3
Non-Derivative Transaction:
Security Title:
Value:  Common Shares of Beneficial Interest
Transaction Date:
Value:  3/8/24
Transaction Coding:
Transaction Form Type:  4
Transaction Code:  S
Equity Swap Involved?  No
Footnote ID:  F12
Transaction Amounts:
Transaction Shares:
Value:  7,013
Transaction Price Per Share:
Value:  12.2098
Footnote ID:  F6
Transaction Acquired-Disposed Code:
Value:  D
Post-Transaction Amounts:
Shares Owned Following Transaction:
Value:  993,907
Ownership Nature:
Direct or Indirect Ownership:
Value:  I
Footnote ID:  F1
Footnote ID:  F2
Footnote ID:  F3
Nature of Ownership:
Value:  By Cowen Overseas Investment LP
Footnote ID:  F1
Footnote ID:  F2
Footnote ID:  F3
Non-Derivative Transaction:
Security Title:
Value:  Common Shares of Beneficial Interest
Transaction Date:
Value:  3/8/24
Transaction Coding:
Transaction Form Type:  4
Transaction Code:  P
Equity Swap Involved?  No
Transaction Amounts:
Transaction Shares:
Value:  4,431
Transaction Price Per Share:
Value:  12.26
Footnote ID:  F7
Transaction Acquired-Disposed Code:
Value:  A
Post-Transaction Amounts:
Shares Owned Following Transaction:
Value:  347,203
Ownership Nature:
Direct or Indirect Ownership:
Value:  I
Footnote ID:  F1
Footnote ID:  F2
Footnote ID:  F4
Nature of Ownership:
Value:  By Cowen and Company, LLC
Footnote ID:  F1
Footnote ID:  F2
Footnote ID:  F4
Non-Derivative Transaction:
Security Title:
Value:  Common Shares of Beneficial Interest
Transaction Date:
Value:  3/11/24
Transaction Coding:
Transaction Form Type:  4
Transaction Code:  P
Equity Swap Involved?  No
Footnote ID:  F12
Transaction Amounts:
Transaction Shares:
Value:  4,595
Transaction Price Per Share:
Value:  12.0328
Footnote ID:  F8
Transaction Acquired-Disposed Code:
Value:  A
Post-Transaction Amounts:
Shares Owned Following Transaction:
Value:  998,502
Ownership Nature:
Direct or Indirect Ownership:
Value:  I
Footnote ID:  F1
Footnote ID:  F2
Footnote ID:  F3
Nature of Ownership:
Value:  By Cowen Overseas Investment LP
Footnote ID:  F1
Footnote ID:  F2
Footnote ID:  F3
Non-Derivative Transaction:
Security Title:
Value:  Common Shares of Beneficial Interest
Transaction Date:
Value:  3/11/24
Transaction Coding:
Transaction Form Type:  4
Transaction Code:  S
Equity Swap Involved?  No
Footnote ID:  F12
Transaction Amounts:
Transaction Shares:
Value:  1,500
Transaction Price Per Share:
Value:  11.9482
Footnote ID:  F9
Transaction Acquired-Disposed Code:
Value:  D
Post-Transaction Amounts:
Shares Owned Following Transaction:
Value:  997,002
Ownership Nature:
Direct or Indirect Ownership:
Value:  I
Footnote ID:  F1
Footnote ID:  F2
Footnote ID:  F3
Nature of Ownership:
Value:  By Cowen Overseas Investment LP
Footnote ID:  F1
Footnote ID:  F2
Footnote ID:  F3
Non-Derivative Transaction:
Security Title:
Value:  Common Shares of Beneficial Interest
Transaction Date:
Value:  3/11/24
Transaction Coding:
Transaction Form Type:  4
Transaction Code:  P
Equity Swap Involved?  No
Footnote ID:  F12
Transaction Amounts:
Transaction Shares:
Value:  448
Transaction Price Per Share:
Value:  11.91
Transaction Acquired-Disposed Code:
Value:  A
Post-Transaction Amounts:
Shares Owned Following Transaction:
Value:  347,651
Ownership Nature:
Direct or Indirect Ownership:
Value:  I
Footnote ID:  F1
Footnote ID:  F2
Footnote ID:  F4
Nature of Ownership:
Value:  By Cowen and Company, LLC
Footnote ID:  F1
Footnote ID:  F2
Footnote ID:  F4
Non-Derivative Transaction:
Security Title:
Value:  Common Shares of Beneficial Interest
Transaction Date:
Value:  3/12/24
Transaction Coding:
Transaction Form Type:  4
Transaction Code:  P
Equity Swap Involved?  No
Footnote ID:  F12
Transaction Amounts:
Transaction Shares:
Value:  1,100
Transaction Price Per Share:
Value:  11.7452
Footnote ID:  F10
Transaction Acquired-Disposed Code:
Value:  A
Post-Transaction Amounts:
Shares Owned Following Transaction:
Value:  998,102
Ownership Nature:
Direct or Indirect Ownership:
Value:  I
Footnote ID:  F1
Footnote ID:  F2
Footnote ID:  F3
Nature of Ownership:
Value:  By Cowen Overseas Investment LP
Footnote ID:  F1
Footnote ID:  F2
Footnote ID:  F3
Non-Derivative Transaction:
Security Title:
Value:  Common Shares of Beneficial Interest
Transaction Date:
Value:  3/12/24
Transaction Coding:
Transaction Form Type:  4
Transaction Code:  S
Equity Swap Involved?  No
Transaction Amounts:
Transaction Shares:
Value:  17,700
Transaction Price Per Share:
Value:  11.8523
Footnote ID:  F11
Transaction Acquired-Disposed Code:
Value:  D
Post-Transaction Amounts:
Shares Owned Following Transaction:
Value:  980,402
Ownership Nature:
Direct or Indirect Ownership:
Value:  I
Footnote ID:  F1
Footnote ID:  F2
Footnote ID:  F3
Nature of Ownership:
Value:  By Cowen Overseas Investment LP
Footnote ID:  F1
Footnote ID:  F2
Footnote ID:  F3
Footnotes:
Footnote - F1:  This Form 4 is filed jointly by Cowen Inc., Cowen Overseas Investment LP ("COIL"), Cowen and Company, LLC ("Cowen and Company"), Cowen Holdings, Inc. ("Cowen Holdings") and RCG LV Pearl LLC ("RCG", and collectively, the "Reporting Persons").
Footnote - F2:  Each of the Reporting Persons declares that neither the filing of this statement nor anything herein shall be construed as an admission that such person is, for the purposes of Section 13(d) of the US Securities Exchange Act of 1934, as amended (the "Exchange Act"), or any other purpose, (i) acting (or has agreed or is agreeing to act together with any other person) as a partnership, limited partnership, syndicate or other group for the purpose of acquiring, holding or disposing of securities of the Issuer or otherwise with respect to the Issuer or any securities of the Issuer or (ii) a member of any group with respect to the Issuer or any securities of the Issuer. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein.
Footnote - F3:  Represents securities owned directly by COIL. RCG is the sole owner of COIL. Cowen Inc. is the sole member of RCG. In such capacities, each of RCG and Cowen Inc. may be deemed to beneficially own the securities owned directly by COIL, but disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein.
Footnote - F4:  Represents securities owned directly by Cowen and Company. Cowen Holdings is the sole member of Cowen and Company. RCG is the sole owner of Cowen Holdings. Cowen Inc. is the sole member of RCG. In such capacities, each of Cowen Holdings, RCG and Cowen Inc. may be deemed to beneficially own the securities owned directly by Cowen and Company, but disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein.
Footnote - F5:  The transaction was executed in multiple trades in prices ranging from $12.11 to $12.27, inclusive. The price reported in Column 4 above reflects the weighted average purchase price. The Reporting Persons hereby undertake to provide to the Securities and Exchange Commission staff, the Issuer, or a security holder of the Issuer, upon request, full information regarding the number of shares purchased at each respective price within the range set forth in this footnote.
Footnote - F6:  The transaction was executed in multiple trades in prices ranging from $12.19 to $12.40, inclusive. The price reported in Column 4 above reflects the weighted average sale price. The Reporting Persons hereby undertake to provide to the Securities and Exchange Commission staff, the Issuer, or a security holder of the Issuer, upon request, full information regarding the number of shares sold at each respective price within the range set forth in this footnote.
Footnote - F7:  The transaction was executed in multiple trades in prices ranging from $12.139 to $12.392, inclusive. The price reported in Column 4 above reflects the weighted average purchase price. The Reporting Persons hereby undertake to provide to the Securities and Exchange Commission staff, the Issuer, or a security holder of the Issuer, upon request, full information regarding the number of shares purchased at each respective price within the range set forth in this footnote.
Footnote - F8:  The transaction was executed in multiple trades in prices ranging from $11.90 to $12.12, inclusive. The price reported in Column 4 above reflects the weighted average purchase price. The Reporting Persons hereby undertake to provide to the Securities and Exchange Commission staff, the Issuer, or a security holder of the Issuer, upon request, full information regarding the number of shares purchased at each respective price within the range set forth in this footnote.
Footnote - F9:  The transaction was executed in multiple trades in prices ranging from $11.89 to $12.08, inclusive. The price reported in Column 4 above reflects the weighted average sale price. The Reporting Persons hereby undertake to provide to the Securities and Exchange Commission staff, the Issuer, or a security holder of the Issuer, upon request, full information regarding the number of shares sold at each respective price within the range set forth in this footnote.
Footnote - F10:  The transaction was executed in multiple trades in prices ranging from $11.73 to $11.77, inclusive. The price reported in Column 4 above reflects the weighted average purchase price. The Reporting Persons hereby undertake to provide to the Securities and Exchange Commission staff, the Issuer, or a security holder of the Issuer, upon request, full information regarding the number of shares purchased at each respective price within the range set forth in this footnote.
Footnote - F11:  The transaction was executed in multiple trades in prices ranging from $11.805 to $11.875, inclusive. The price reported in Column 4 above reflects the weighted average sale price. The Reporting Persons hereby undertake to provide to the Securities and Exchange Commission staff, the Issuer, or a security holder of the Issuer, upon request, full information regarding the number of shares sold at each respective price within the range set forth in this footnote.
Footnote - F12:  The sales by COIL on March 6, 2024 (reported on a separate Form 4) and on March 8 and March 11, 2024 (reported herein) of an aggregate 7,513 shares were matchable under Section 16(b) of the Exchange Act with the purchases by COIL and Cowen and Company of an aggregate 7,513 shares on March 6 and March 7, 2024 (reported on a separate Form 4) and on March 11 and March 12, 2024 (reported herein). The Reporting Persons have agreed to deliver a payment to the Issuer in the amount of $2,284.27, which represents the full amount of the profit realized in connection with these short-swing transactions under Section 16(b) of the Exchange Act.
Owner Signature:
Signature Name:  Cowen Inc., By: /s/ Stephen A. Lasota, Chief Financial Officer
Signature Date:  3/15/24
Owner Signature:
Signature Name:  Cowen Overseas Investment LP, By: /s/ Stephen A. Lasota, Authorized Signatory
Signature Date:  3/15/24
Owner Signature:
Signature Name:  Cowen and Company, LLC, By: Cowen Holdings, Inc., sole member, By: RCG LV Pearl LLC, sole owner, By: Cowen Inc., sole member, By: /s/ Stephen A. Lasota, Chief Financial Officer
Signature Date:  3/15/24
Owner Signature:
Signature Name:  Cowen Holdings, Inc., By: RCG LV Pearl LLC, sole owner, By: Cowen Inc., sole member, By: /s/ Stephen A. Lasota, Chief Financial Officer
Signature Date:  3/15/24
Owner Signature:
Signature Name:  RCG LV Pearl LLC, By: Cowen Inc., sole member, By: /s/ Stephen A. Lasota, Chief Financial Officer
Signature Date:  3/15/24


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