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AJX Great Ajax Corp

3.13
0.00 (0.00%)
Pre Market
Last Updated: 09:00:00
Delayed by 15 minutes
Share Name Share Symbol Market Type
Great Ajax Corp NYSE:AJX NYSE Common Stock
  Price Change % Change Share Price High Price Low Price Open Price Shares Traded Last Trade
  0.00 0.00% 3.13 0 09:00:00

Statement of Changes in Beneficial Ownership (4)

15/12/2022 10:27pm

Edgar (US Regulatory)


FORM 4
[ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response...
0.5
                      
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

MENDELSOHN LAWRENCE
2. Issuer Name and Ticker or Trading Symbol

Great Ajax Corp. [ AJX ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__X__ Director                    _____ 10% Owner
__X__ Officer (give title below)    _____ Other (specify below)
CHIEF EXECUTIVE OFFICER
(Last)          (First)          (Middle)

13190 SW 68TH PARKWAY, SUITE 110
3. Date of Earliest Transaction (MM/DD/YYYY)

12/14/2022
(Street)

TIGARD, OR 97223
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock, par value $0.01 per share         133434 D  
Common Stock, par value $0.01 per share         127315 (1)I By Thetis Asset Management LLC 
Common Stock, par value $0.01 per share         16061 (1)I By Flanders Street Credit Partners I., L.P. 
Common Stock, par value $0.01 per share         69184 (1)I By Aspen Uranus LLC 
Common Stock, par value $0.01 per share         73 I By wife 
Common Stock, par value $0.01 per share         73 I By son 
Common Stock, par value $0.01 per share 12/14/2022  J  361912 (2)D$7.67 0 I By Gregory Funding LLC 
Common Stock, par value $0.01 per share         1088 I By AIM Capital 
Common Stock, par value $0.01 per share         4742 I RPM Capital LLC 
Common Stock, par value $0.01 per share         544 I By wife through RAD Children's Trust 
Common Stock, par value $0.01 per share         127730 (1)(2)(3)I By Aspen Yo LLC 
Common Stock, par value $0.01 per share         14953 (4)I By Mendelsohn Family Limited Partnership 

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security3. Trans. Date3A. Deemed Execution Date, if any4. Trans. Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
6. Date Exercisable and Expiration Date7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
7.25% Convertible Notes due 2024 $14.36 (5)          4/30/2023 4/30/2024 Common Stock, par value $0.01 per share 13924.0 (6) 8000 (1)I By Aspen Uranus LLC 

Explanation of Responses:
(1) The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission that the reporting person is the beneficial owner of all of the reported shares for purposes of Section 16 or for any other purpose.
(2) As was previously publicly disclosed, on December 9, 2021, Gregory Funding LLC ("Gregory") issued a promissory note to Great Ajax Corp. ("Great Ajax") under which Gregory was given the opportunity to borrow up to $3.5 million on a revolving line of credit from Great Ajax with interest accruing at 7.2% annually. On December 14, 2022, Gregory and Great Ajax agreed to exchange 361,912 shares of Great Ajax held by Gregory for a reduction in the amount of outstanding debt owed under the promissory note based upon the volume-weighted average price of the shares as reported during the ten trading day period preceding the date of the exchange. The reporting person disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission that the reporting person is the beneficial owner of all of the reported shares for purposes of Section 16 or for any other purpose.
(3) Includes 127,315 shares held by Thetis Asset Management LLC, and 415 shares held by Aspen Yo LLC reported herein. Total is net of distributions of 122,380 shares; this includes 471 shares distributed to Aspen Uranus LLC, 182 shares distributed to AIM Capital, 794 shares distributed to RPM Capital LLC, 92 shares distributed to RAD Children's Trust, 1,478 shares distributed to Mendelsohn Family Limited Partnership, and 119,363 shares distributed to entities not controlled by Mr. Mendelsohn.
(4) Mr. Mendelsohn and certain members of his family are partners of Mendelsohn Family Limited Partnership.
(5) The conversion rate of the 7.25% convertible notes due 2024 (the "Notes") equals 1.7405 shares of the Issuer's common stock per $25.00 principal amount of notes (equivalent to a conversion price of approximately $14.36 per share of the Issuer's common stock). The conversion rate, and thus the conversion price, will be subject to adjustment in accordance with the terms of the Notes.
(6) Calculated based on the conversion rate of 1.7405 shares of the Issuer's common stock per $25.00 principal amount of Notes.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director10% OwnerOfficerOther
MENDELSOHN LAWRENCE
13190 SW 68TH PARKWAY
SUITE 110
TIGARD, OR 97223
X
CHIEF EXECUTIVE OFFICER

Signatures
/s/ Lawrence Mendelsohn12/15/2022
**Signature of Reporting PersonDate


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
*If the form is filed by more than one reporting person, see Instruction 4(b)(v).
**Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note:File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.

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