Lorber Amends Douglas Elliman Stake Filing

TL;DR

Lorber updated his 13D filing for Douglas Elliman (DE).

AI Summary

Howard M. Lorber filed an amendment (No. 2) to his Schedule 13D on March 4, 2024, regarding his holdings in Douglas Elliman Inc. The filing indicates a change in the reporting person's beneficial ownership as of February 29, 2024. Lorber is associated with Douglas Elliman Inc., located at 4400 Biscayne Blvd, Miami, FL.

Why It Matters

This filing signals a potential shift in significant shareholder activity or strategy for Douglas Elliman Inc., which could influence stock price and future corporate actions.

Risk Assessment

Risk Level: medium — Schedule 13D filings often indicate significant changes in beneficial ownership, which can precede major corporate events or shifts in control.

Key Numbers

• Amendment No. 2 — Filing Amendment (Indicates a modification to a previous filing.)
• February 29, 2024 — Date of Event (The date triggering the requirement for this filing amendment.)

Key Players & Entities

• Howard M. Lorber (person) — Reporting Person
• Douglas Elliman Inc. (company) — Subject Company
• 4400 Biscayne Boulevard, 10th Floor Miami, FL 33137 (address) — Business and Mailing Address

FAQ

Key Financial Figures

• $0.01 — Inc. (Name of Issuer) Common Stock, $0.01 par value (Title of Class of Securiti

Filing Documents

• d807840dsc13da.htm (SC 13D/A) — 35KB
• d807840dex101.htm (EX-10.1) — 33KB
• 0001193125-24-058018.txt ( ) — 69KB

From the Filing

SC 13D/A 1 d807840dsc13da.htm SC 13D/A SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2)* Douglas Elliman Inc. (Name of Issuer) Common Stock, $0.01 par value (Title of Class of Securities) 25961D105 (CUSIP Number) Howard M. Lorber c/o Douglas Elliman Inc. 4400 Biscayne Boulevard, 10th Floor Miami, FL 33137 (305) 579-8000 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) February 29, 2024 (Date of Event Which Requires Filing of this Statement) If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See 240.13d-7 for other parties to whom copies are to be sent. * The remainder of this cover page shall be filled out for a reporting persons initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page. The information required on the remainder of this cover page shall not be deemed to be filed for the purpose of Section 18 of the Securities Exchange Act of 1934 ( Act ) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). CUSIP No. 25961D105 Page 2 1 NAME OF REPORTING PERSON Howard M. Lorber 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a)(b) 3 SEC USE ONLY 4 SOURCE OF FUNDS (See Instructions) OO 5 CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) 6 CITIZENSHIP OR PLACE OF ORGANIZATION United NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 7 SOLE VOTING POWER 6,685,779 8 SHARED VOTING POWER 9 SOLE DISPOSITIVE POWER 3,720,154 10 SHARED DISPOSITIVE POWER 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 6,685,779 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 7.3% (1) 14 TYPE OF REPORTING PERSON ( See Instructions) IN (1) The percentage is calculated using the total number of shares of Common Stock (as defined below) beneficially owned by the Reporting Person and based on 91,535,412 shares of Common Stock outstanding as of February 29, 2024. CUSIP No. 25961D105 Page 3 PRELIMINARY STATEMENT: This Amendment No. 2 (this Amendment No. 2) amends and supplements the Schedule 13D filed by Howard M. Lorber with the Securities and Exchange Commission (the SEC) on January 10, 2022 (as amended, including by this Amendment No. 2, the Schedule 13D), as amended by Amendment No. 1 (Amendment No. 1) thereto, filed with the SEC on March 16, 2023, relating to the common stock, $0.01 par value per share (the Common Stock), of Douglas Elliman Inc., a Delaware corporation (Douglas Elliman or the Issuer). Except as provided herein, this Amendment No. 2 does not modify any of the information previously reported in Schedule 13D. Each capitalized term used and not defined herein shall have the meaning ascribed to it in Schedule 13D. Items 3, 4, 5, 6 and 7 of the Schedule 13D are hereby amended and supplemented as follows: Item3. Source and Amount of Funds or Other Consideration. The information set forth in Item 4 is hereby incorporated by reference in this Item 3. Item4. Purpose of Transaction. On February 29, 2024, the Issuer granted Mr. Lorber an award of 1,325,000 shares of Common Stock subject to vesting (the Restricted Stock) pursuant to the Issuers 2021 Management Incentive Plan. Mr. Lorber has sole voting rights with respect to the Restricted Stock. The Restricted Stock will vest in four equal annual installments commencing on December 15, 2024, subject to Mr. Lorbers continued employment by the Issuer through each such vesting date or earlier vesting upon Mr. Lorbers death or disability, termination of employment without cause or resignation for good reason, or change-of-control. The above description does not purport to be complete and is qualified in its entirety by reference to the Restricted Shares Award Agreement, which is attached as Exhibit 10.1 to this Amendment No. 2 and incorporated into this Item 4 by reference. From time to time, subject to restrictions that may be applicable by virtue of his role as President and Chief Executive Officer and a director of the Issuer, Mr. Lorber may acquire additional shares of the Issuers Common Stock or determine to dispose of shares of Common Stock beneficially owned by him. Mr. Lo

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