Stonehill Capital Management Form 4 WCI Communities / JOHN MOTULSKY 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^*

STONEHILL CAPITAL MANAGEMENT LLC

(Last) (First) (Middle)

885 THIRD AVENUE, 30TH FLOOR

(Street)

NEW YORK NY 10022

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
WCI Communities, Inc. [ WCIC ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
09/09/2015

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 Stock, par value $0.01 per share ("Common Stock")	09/09/2015		S(1)		1,150,000	D	$25.25	1,967,436	I(2)(3)	By Stonehill Institutional Partners, L.P.

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^*

STONEHILL CAPITAL MANAGEMENT LLC

(Last) (First) (Middle)

885 THIRD AVENUE, 30TH FLOOR

(Street)

NEW YORK NY 10022

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Stonehill General Partner, LLC

(Last) (First) (Middle)

C/O STONEHILL CAPITAL MANAGEMENT LLC

885 THIRD AVENUE, 30TH FLOOR

(Street)

NEW YORK NY 10022

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

MOTULSKY JOHN

(Last) (First) (Middle)

C/O STONEHILL CAPITAL MANAGEMENT LLC

885 THIRD AVENUE, 30TH FLOOR

(Street)

NEW YORK NY 10022

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

WILSON CHRISTOPHER E

(Last) (First) (Middle)

C/O STONEHILL CAPITAL MANAGEMENT LLC

885 THIRD AVENUE, 30TH FLOOR

(Street)

NEW YORK NY 10022

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

TEETSEL WAYNE

(Last) (First) (Middle)

C/O STONEHILL CAPITAL MANAGEMENT LLC

885 THIRD AVENUE, 30TH FLOOR

(Street)

NEW YORK NY 10022

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

VARKEY THOMAS

(Last) (First) (Middle)

C/O STONEHILL CAPITAL MANAGEMENT LLC

885 THIRD AVENUE, 30TH FLOOR

(Street)

NEW YORK NY 10022

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Sacks Jonathan S

(Last) (First) (Middle)

C/O STONEHILL CAPITAL MANAGEMENT LLC

885 THIRD AVENUE, 30TH FLOOR

(Street)

NEW YORK NY 10022

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

SISITSKY PETER

(Last) (First) (Middle)

C/O STONEHILL CAPITAL MANAGEMENT LLC

885 THIRD AVENUE, 30TH FLOOR

(Street)

NEW YORK NY 10022

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

THOYER MICHAEL

(Last) (First) (Middle)

C/O STONEHILL CAPITAL MANAGEMENT LLC

885 THIRD AVENUE, 30TH FLOOR

(Street)

NEW YORK NY 10022

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Stern Michael Lenard

(Last) (First) (Middle)

C/O STONEHILL CAPITAL MANAGEMENT LLC

885 THIRD AVENUE, 30TH FLOOR

(Street)

NEW YORK NY 10022

(City) (State) (Zip)

Explanation of Responses:

1. See Exhibit 99.1

2. See Exhibit 99.1

3. See Exhibit 99.1

Remarks:

Stonehill Institutional Partners, L.P., a Delaware limited partnership ("Partners"), is the direct holder of the shares reported herein. Due to the limitations on the number of reporting persons that may be included on a single Form 4, Partners is reporting the subject transaction and its beneficial ownership on a separate Form 4. The Power of Attorney given by each of Messrs. Motulsky, Wilson, Teetsel, Varkey, Sacks, Sisitsky, Thoyer and Stern was previously filed with the U.S. Securities & Exchange Commission on February 24, 2014 as an exhibit to a statement on Form 4 filed by Stonehill Capital Management LLC with respect to WCIC and is hereby incorporated by reference. Solely for purposes of Section 16 of the Exchange Act, each of Partners and, by virtue of their control of Partners, Management and GP (as defined in Exhibit 99.1), may be deemed to be directors-by-deputization by virtue of Partners' contractual right to designate a member of the board of directors of WCIC. Christopher Wilson, a managing member of GP and Management, is a member of WCIC's board of directors. Exhibit List: Exhibit 99.1 - Explanation of Responses Exhibit 99.2 - Joint Filers' Information and Signatures

	STONEHILL CAPITAL MANAGEMENT LLC, By: /s/ Paul Malek, Authorized Signatory	09/11/2015
	** Signature of Reporting Person	Date
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