UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 144

NOTICE OF PROPOSED SALE OF SECURITIES
PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933

ATTENTION: Transmit for filing 3 copies of this form concurrently with either placing an order with a broker to execute sale or executing a sale directly with a market maker.

1 (a) NAME OF ISSUER (Please type or print)

 

Kaanapali Land, LLC

(b) IRS IDENT. NO.

 

01-0731997

(c) S.E.C. FILE NO.

 

000-50273

SEC USE ONLY

DOCUMENT SEQUENCE NO.

____________________

 

CUSIP NUMBER

____________________

 

WORK LOCATION

 

1 ( d ) ADDRESS OF ISSUER STREET CITY STATE ZIP CODE 

(e) TELEPHONE NO.

900 North Michigan Avenue CHICAGO         IL             60611

AREA CODE

312

NUMBER

915-1987

2 (a) NAME OF PERSON FOR WHOSE ACCOUNT THE SECURITIES ARE TO BE SOLD

JMB Realty Corporation

 

 

 

 

(b) RELATIONSHIP TO ISSUER

Affiliate

(c) ADDRESS STREET CITY STATE ZIP CODE

900 North Michigan    Chicago    IL    60611

               

INSTRUCTION: The person filing this notice should contact the issuer to obtain the I.R.S. Identification Number and the S.E.C. File Number.

3 (a) (b) SEC USE ONLY (c) (d) (e) (f) (g)  

Title of the

Class of

Securities

To Be Sold

 

Name and Address of Each Broker Through Whom the

Securities are to be Offered or Each Market Maker

who is Acquiring the Securities

 

Broker-Dealer

File Number

Number of Shares

or Other Units

To Be Sold

(See instr. 3(c))

Aggregate

Market

Value

(See instr. 3(d))

Number of Shares

or Other Units

Outstanding

(See instr. 3(e))

Approximate

Date of Sale

(See instr. 3(f))

(MO. DAY YR.)

Name of Each

Securities

Exchange

(See instr. 3(g))

 
Common Shares

Merrill Lynch
P.O. Box 2016
Lakewood, NJ 08701 *

  17,920 $577,920 (based on 10/10/2018 closing price of $32.25 per share)

(1,792,613 as of 8/13/2018 as reported on the Issuer’s Form 10-Q filed on 8/13/2018)

10/12/2018 OTC  
INSTRUCTIONS: 3. (a)    Title of the class of securities to be sold
1. (a)  Name of issuer     (b)    Name and address of each broker through whom the securities are intended to be sold
    (b)  Issuer’s I.R.S. Identification Number     (c)    Number of shares or other units to be sold (if debt securities, give the aggregate face amount)
    (c)  Issuer’s S.E.C. file number, if any     (d)    Aggregate market value of the securities to be sold as of a specified date within 10 days prior to the filing of this notice
    (d)  Issuer’s address, including zip code     (e)    Number of shares or other units of the class outstanding, or if debt securities the face amount thereof outstanding, as shown by the most recent report or statement published by the issuer
    (e)  Issuer’s telephone number, including area code     (f)    Approximate date on which the securities are to be sold
      (g)    Name of each securities exchange, if any, on which the securities are intended to be sold securities are to be sold
2. (a)  Name of person for whose account the securities are to be sold     (g)    Name of each securities exchange, if any, on which the securities are intended to be sold
    (b)  Such person’s relationship to the issuer (e.g., officer, director, 10% stockholder, or member of immediate family of any of the foregoing)  
    (c)  Such person’s address, including zip code  
                   

* c/o Stephen Heider, HDP Group
   21805 Field Parkway, Suite 220
   Deer Park, IL

 
 
TABLE I - SECURITIES TO BE SOLD

Furnish the following information with respect to the acquisition of the securities to be sold

and with respect to the payment of all or any part of the purchase price or other consideration therefor:

Title of
the Class
Date you Acquired Nature of Acquisition Transaction Name of Person from Whom Acquired
(If gift, also give date donor acquired)
Amount of Securities Acquired Date of Payment Nature of Payment
Common 11/9/2017 Private Transaction JMB Realty Corporation (“JMB”) received 96,438.78 shares from Pacific Trail Holdings (“PTH”), an affiliate of JMB in exchange for its interests in PTH 96,438.78 N/A Transfer for no consideration
 

INSTRUCTIONS: If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.
   
                   

TABLE II - SECURITIES SOLD DURING THE PAST 3 MONTHS

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

Name and Address of Seller

Title of Securities Sold

Date of Sale

Amount of
Securities Sold

Gross Proceeds

 

None.

 

 

 

 

     

 

 

INSTRUCTIONS:

See the definition of “person” in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

ATTENTION:

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If each person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

 
                   October 12, 2018                   
DATE OF NOTICE

     /s/ Gary Nickele                                                        

     Gary Nickele, Authorized Signatory

(SIGNATURE)

 

_______________________________________________________ 

DATE OF PLAN ADOPTION OR GIVING OF INSTRUCTION,

IF RELYING ON RULE 10B5-1

The notice shall be signed by the person for whose account the securities are to be sold. At least one copy of the notice shall be manually signed. Any copies not manually signed shall bear typed or printed signatures.
       

 

ATTENTION:  Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

 

 

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