Edgar Filing: Tricon Capital Group Inc.

Ownership Submission

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

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

TCN/TNHC LP

2. Issuer Name and Ticker or Trading Symbol
New Home Co Inc. [NWHM]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

_____ Director	_____ 10% Owner
_____ Officer (give title below)	__X__ Other (specify below)
See "Remarks"below.

(Last)

(First)

(Middle)

1067 YONGE STREET

3. Date of Earliest Transaction (Month/Day/Year)
05/22/2018

(Street)

TORONTO, A6 M4W2L2

4. If Amendment, Date Original Filed(Month/Day/Year)

6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person

(City)

(State)

(Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction 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

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security
(Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction Code
(Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)

6. Date Exercisable and Expiration Date
(Month/Day/Year)

7. Title and Amount of Underlying Securities
(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)

Code

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
TCN/TNHC LP 1067 YONGE STREET TORONTO, A6 M4W2L2				See "Remarks"below.
TCN/TNHC GP LLC 1067 YONGE STREET TORONTO, A6 M4W2L2		X
TRICON HOUSING PARTNERS US II EQUITY HOLDINGS LP 1067 YONGE STREET TORONTO, A6 M4W2L2		X
TRICON HOUSING PARTNERS US II GP LLC 1067 YONGE STREET TORONTO, A6 M4W2L2		X
TRICON USA INC. 1067 YONGE STREET TORONTO, A6 M4W2L2				See "Remarks" below.
TRICON HOLDINGS USA LLC 1067 YONGE STREET TORONTO, A6 M4W2L2				See Remarks
TRICON US TOPCO LLC 1067 YONGE STREET TORONTO, A6 M4W2L2				See remarks
TRICON HOLDINGS CANADA INC. 1067 YONGE STREET TORONTO, A6 M4W2L2				See remarks
Tricon Capital Group Inc. 1067 YONGE STREET TORONTO, A6 M4W2L2				See remarks

Signatures

/s/ Miek Harbur, Attorney-in-Fact for TCN/TNHC LP		05/25/2018
^**Signature of Reporting Person		Date
/s/ Miek Harbur, Attorney-in-Fact for TCN/TNHC GP LLC		05/25/2018
^**Signature of Reporting Person		Date
/s/ Miek Harbur, Attorney-in-Fact for Tricon Housing Partners US II Equity Holdings LP		05/25/2018
^**Signature of Reporting Person		Date
/s/ Miek Harbur, Attorney-in-Fact for Tricon Housing Partners US II GP LLC		05/25/2018
^**Signature of Reporting Person		Date
/s/ Miek Harbur, Attroney-in-Fact for Tricon USA Inc.		05/25/2018
^**Signature of Reporting Person		Date
/s/ Miek Harbur, Attorney-in-Fact for Tricon Holdings USA LLC		05/25/2018
^**Signature of Reporting Person		Date
/s/ Miek Harbur, Attorney-in-Fact for Tricon US Topco LLC		05/25/2018
^**Signature of Reporting Person		Date
/s/ Miek Harbur, Attorney-in-Fact for Tricon Holdings Canada Inc.		05/25/2018
^**Signature of Reporting Person		Date
/s/ Miek Harbur, Attorney-in-Fact for Tricon Capital Group Inc.		05/25/2018
^**Signature of Reporting Person		Date

Explanation of Responses:

*	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).
Remarks: This "exit" Form 4 is filed solely to report that the Reporting Persons are no longer subject to Section 16 with respect to the Issuer. TCN/TNHC LP formerly was a party to an Investor Rights Agreement with Joseph Davis, H. Lawrence Webb, Wayne Stelmar, Thomas Redwitz, IHP Capital Partners VI, LLC, and Watt/TNHC LLC (collectively, "Group Members"), dated February 5, 2014, which was filed as Exhibit 4.2 of the Company's Annual Report on Form 10-K for the year ended December 31, 2013. Pursuant to this Investor Rights Agreement, the entity-parties thereto have the right to designate directors for nomination and each of the Group Members has agreed to vote in favor of particular nominees as described in such Investor Rights Agreement. On May 22, 2018, TCN/TNHC LP and the other parties to this Investor Rights Agreement entered into an amendment that, among other things, terminated the agreement as to TCN/TNHC LP, which amendment was filed as Exhibit 10.1 of the Company's Current Report on Form 8-K filed on May 23, 2018. As a result, TCN/TNHC LP no longer is a party to this Investor Rights Agreement and no longer may be deemed to be a member of a group with the other Group Members on account thereof.

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