SEC FORM
4
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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| OMB APPROVAL |
| OMB Number: |
3235-0287 |
| Estimated average burden |
| hours per response: |
0.5 |
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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*
| C/O FAIRHOLME CAPITAL MANAGEMENT, L.L.C. |
| 2601 NE 2ND AVENUE |
(Street)
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2. Issuer Name and Ticker or Trading Symbol
ST JOE Co
[ JOE ]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
| X |
Director |
X |
10% Owner |
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Officer (give title below) |
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Other (specify below) |
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|
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3. Date of Earliest Transaction
(Month/Day/Year)
03/01/2021
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4. If Amendment, Date of Original Filed
(Month/Day/Year)
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6. Individual or Joint/Group Filing (Check Applicable Line)
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Form filed by One Reporting Person |
| X |
Form filed by More than One Reporting Person |
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned |
|---|
| 1. Title of Security (Instr.
3)
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2. Transaction Date
(Month/Day/Year) |
2A. Deemed Execution Date, if any
(Month/Day/Year) |
3. Transaction 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 |
V |
Amount |
(A) or (D) |
Price |
| Common Stock |
03/01/2021 |
|
S |
|
70,100 |
D |
$50.89
|
22,486,191 |
D
|
|
| Common Stock |
03/02/2021 |
|
S |
|
3,000 |
D |
$50.28
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22,483,191 |
D
|
|
| Common Stock |
03/03/2021 |
|
S |
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390,800 |
D |
$50.58
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22,092,391 |
D
|
|
| Common Stock |
|
|
|
|
|
|
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606,866 |
D
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
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|---|
| 1. Title of Derivative Security (Instr.
3)
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2. Conversion or Exercise Price of Derivative Security
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3. Transaction Date
(Month/Day/Year) |
3A. Deemed Execution Date, if any
(Month/Day/Year) |
4. Transaction Code (Instr.
8)
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5.
Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr.
3, 4 and 5)
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6. Date Exercisable and Expiration Date
(Month/Day/Year) |
7. Title and Amount of Securities Underlying Derivative Security (Instr.
3 and 4)
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8. Price of Derivative Security (Instr.
5)
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9.
Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr.
4)
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10. Ownership Form: Direct (D) or Indirect (I) (Instr.
4)
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11. Nature of Indirect Beneficial Ownership (Instr.
4)
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| Code |
V |
(A) |
(D) |
Date Exercisable |
Expiration Date |
Title |
Amount or Number of Shares |
1. Name and Address of Reporting Person*
| C/O FAIRHOLME CAPITAL MANAGEMENT, L.L.C. |
| 2601 NE 2ND AVENUE |
(Street)
|
1. Name and Address of Reporting Person*
| C/O FAIRHOLME CAPITAL MANAGEMENT, L.L.C. |
| 2601 NE 2ND AVENUE |
(Street)
|
| Explanation of Responses: |
|
|
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Bruce R. Berkowitz By: /s/ Erica Kapahi (Attorney in Fact) |
03/03/2021 |
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Fairholme Funds, Inc., By: Fairholme Capital Management, L.L.C., Investment Manager, Bruce R. Berkowitz By: /s/ Erica Kapahi (Attorney in Fact) |
03/03/2021 |
|
** 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). |
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure. |
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |
KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned constitutes
and appoints Erica K. Kapahi, his true and lawful attorney-in-fact and agent, with full power of substitution and resubstitution,
for him and in his capacity as the controlling person of the sole member of Fairholme Capital Management, L.L.C., for the sole
purpose of signing on his behalf any and all Regulatory Filings under the Securities Act of 1933, the Securities Exchange Act of
1934, the Investment Advisers Act of 1940 and any amendments and supplements thereto, and to file the same, with all exhibits thereto,
and other documents in connection therewith, with the Securities and Exchange Commission, granting unto said attorney-in-fact and
agent, full power and authority to do and perform each and every act and thing requisite and necessary to accomplish the above,
as fully as to all intents and purposes as he might or could do in person, hereby ratifying and confirming all that said attorney-in-fact
and agent, and may lawfully do or cause to be done by virtue hereof. This Power of Attorney shall continue effective until revoked
by me at any time.
Dated this 9th day of April, 2020.
| /s/ Bruce R. Berkowitz |
|
| Bruce R. Berkowitz |
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