William Lyon Homes (WLH) Form 4 WILLIAM LYON HOMES / THOMAS E CLAUGUS ownership change

SEC Form 4

FORM 4

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

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

GMT CAPITAL CORP

(Last) (First) (Middle)

GMT CAPITAL CORP

2300 WINDY RIDGE PARKWAY SUITE 550 SOUTH

(Street)

ATLANTA GA 30339

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
WILLIAM LYON HOMES [ WLH ]

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

Director	X	10% Owner
Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
11/20/2018

4. If Amendment, Date of 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

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
Common - Class A(1)(2)(3)(4)	11/20/2018		S		83,300	D	$11.76	3,234,727	D

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 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: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

1. Name and Address of Reporting Person^*

GMT CAPITAL CORP

(Last) (First) (Middle)

GMT CAPITAL CORP

2300 WINDY RIDGE PARKWAY SUITE 550 SOUTH

(Street)

ATLANTA GA 30339

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

BAY RESOURCE PARTNERS LP

(Last) (First) (Middle)

2300 WINDY RIDGE PARKWAY

SUITE 550 SOUTH

(Street)

ATLANTA GA 30339

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

BAY II RESOURCE PARTNERS LP

(Last) (First) (Middle)

2300 WINDY RIDGE PARKWAY

SUITE 550 SOUTH

(Street)

ATLANTA GA 30339

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

BAY RESOURCE PARTNERS OFFSHORE MASTER FUND, L.P.

(Last) (First) (Middle)

2300 WINDY RIDGE PARKWAY

SUITE 550 SOUTH

(Street)

ATLANTA GA 30339

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

CLAUGUS THOMAS E

(Last) (First) (Middle)

GMT CAPITAL CORP

2300 WINDY RIDGE PARKWAY SUITE 550 SOUTH

(Street)

ATLANTA GA 30339

(City) (State) (Zip)

Explanation of Responses:

1. This Form 4 is being jointly filed by Bay Resource Partners, L.P., a Delaware limited partnership (Bay), Bay II Resource Partners, L.P., a Delaware limited partnership (Bay II), Bay Resource Partners Offshore Master Fund, L.P., an exempted limited partnership organized under the laws of the Cayman Islands (Offshore Fund), GMT Capital Corp., a Georgia corporation (GMT Capital), and Thomas E. Claugus, a United States citizen (Claugus). The foregoing persons are hereinafter sometimes collectively referred to as the Reporting Persons.

2. GMT Capital, the general partner of Bay and Bay II has the power to direct the affairs of Bay and Bay II, including the voting and disposition of shares. As the discretionary investment manager of the Offshore Fund and certain other accounts, GMT Capital has power to direct the voting and disposition of shares held by the Offshore Fund and such accounts. Mr. Claugus is the President of GMT Capital and in that capacity, directs the operations of each of Bay and Bay II and the voting and disposition of shares held by the Offshore Fund and separate client accounts managed by GMT Capital. GMT Capital and Mr. Claugus may be deemed to beneficially own indirect pecuniary interest as the result of performance-based fees and profit allocations. Each of GMT Capital and Mr. Claugus disclaims such beneficial ownership except to the extent ultimately realized.

3. The aggregate number of shares of common stock sold on November 20, 2018, was 83,300 shares and such shares were sold by the Reporting Persons in the following amounts: Bay = 22,800 shares; Bay II = 17,600 shares; Offshore Fund = 38,500 shares; GMT Capital = 1,100 shares; Claugus = 3,300 shares.

4. 3,234,727 shares of common stock is the aggregate number of shares of common stock owned by the Reporting Persons as of November 20, 2018, and is owned as follows: Bay = 886,610 shares directly owned by it; Bay II = 681,880 shares directly owned by it; Offshore Fund = 1,496,727 shares directly owned by it; GMT Capital = 42,010 shares of common stock beneficially owned by it with respect to separate client accounts managed by it; Claugus = 127,500 shares directly owned by him.

	/s/ Philip J. Meyers	11/21/2018
	** Signature of Reporting Person	Date
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).
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