Statement of Changes in Beneficial Ownership (4)
09 Junho 2020 - 5:20PM
Edgar (US Regulatory)
FORM 4
[X]
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
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OMB Number:
3235-0287
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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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1. Name and Address of Reporting Person
*
Bharti Global Ltd |
2. Issuer Name and Ticker or Trading Symbol
Triton International Ltd
[
TRTN
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
_____ Officer (give title below) __X__ Other (specify below)
Former 10% Owner |
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(Last)
(First)
(Middle)
53/54 GROSVENOR STREET, |
3. Date of Earliest Transaction
(MM/DD/YYYY)
6/5/2020 |
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(Street)
LONDON, X0 W1K 3HU
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
___ Form filed by One Reporting Person
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X
_ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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| Common Shares | 6/5/2020 | | S | | 157826 | D | $33.1550 (2) | 7102333 | I (1) | See Footnotes (1)(6)(7) |
| Common Shares | 6/5/2020 | | S | | 42338 | D | $32.3718 (3) | 7059995 | I (1) | See Footnotes (1)(6)(7) |
| Common Shares | 6/8/2020 | | S | | 32017 | D | $32.6878 (4) | 7027978 | I (1) | See Footnotes (1)(6)(7) |
| Common Shares | 6/8/2020 | | S | | 63419 | D | $33.1221 (5) | 6964559 | I (1) | See Footnotes (1)(6)(7) |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. 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 | 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 of Derivative Security: 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 |
| Explanation of Responses: |
| (1) | Bharti Overseas Private Limited, a private limited company formed under the laws of India ("BOPL") is the sole shareholder of Bharti Global Limited, a private limited company formed under the laws of Jersey ("BGL", and together with BOPL, the "Reporting Persons"), which directly holds common shares ("Common Shares") of Triton International Limited, a Bermuda exempted company (the "Issuer"). Because of BOPL's relationship to BGL, BOPL may be deemed to beneficially own the Common Shares of the Issuer held directly by BGL. |
| (2) | The reported price in Column 4 is a weighted average sale price. These Common Shares were sold in multiple transactions ranging from $32.21 to $33.155 per Common Share. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the U.S. Securities and Exchange Commission, upon request, full information regarding the number of Common Shares sold at each separate price within the range set forth in this footnote. |
| (3) | The reported price in Column 4 is a weighted average sale price. These Common Shares were sold in multiple transactions ranging from $32.11 to $32.38 per Common Share. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the U.S. Securities and Exchange Commission, upon request, full information regarding the number of Common Shares sold at each separate price within the range set forth in this footnote. |
| (4) | The reported price in Column 4 is a weighted average sale price. These Common Shares were sold in multiple transactions ranging from $32.38 to $32.98 per Common Share. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the U.S. Securities and Exchange Commission, upon request, full information regarding the number of Common Shares sold at each separate price within the range set forth in this footnote. |
| (5) | The reported price in Column 4 is a weighted average sale price. These Common Shares were sold in multiple transactions ranging from $32.95 to $33.39 per Common Share. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the U.S. Securities and Exchange Commission, upon request, full information regarding the number of Common Shares sold at each separate price within the range set forth in this footnote. |
| (6) | Pursuant to Rule 16a-1(a)(4) of the Exchange Act of 1934, as amended (the "Exchange Act"), BOPL herein states that this Form 4 shall not be deemed an admission that it is the beneficial owner of any of the Common Shares of the Issuer reported in this Form 4. BOPL disclaims beneficial ownership of the Common Shares of the Issuer, except to the extent of its pecuniary interest in such Common Shares. |
| (7) | Information with respect to each Reporting Person is given solely by such Reporting Person, and neither of the Reporting Persons has responsibility for the accuracy or completeness of information supplied by another of the Reporting Persons. |
Remarks:
8. The Reporting Persons are jointly filing this Form 4 pursuant to Rule 16a-3(j) under the Exchange Act. |
Reporting Owners
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| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
Bharti Global Ltd
53/54 GROSVENOR STREET
LONDON, X0 W1K 3HU |
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| Former 10% Owner |
Bharti Overseas Private Ltd
BHARTI CRESCENT, 1, NELSON MANDELA ROAD
VASANT KUNJ, PHASE-II
NEW DELHI, K7 110070 |
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| Former 10% Owner |
Signatures
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| /s/ SRIKANTH BALACHANDRAN, Authorized Signatory, Bharti Global Limited (8) | | 6/9/2020 |
| **Signature of Reporting Person | Date |
| /s/ PUNEET TANDON, Authorized Signatory, Bharti Overseas Private Limited (8) | | 6/9/2020 |
| **Signature of Reporting Person | Date |
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