UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
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Washington D.C. 20549
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SCHEDULE 13D/A
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(Rule 13d-101) |
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED
PURSUANT TO § 240.13D-2(a)
UNDER THE SECURITIES EXCHANGE ACT OF 1934
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(Amendment No. 2)*
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Altisource Asset Management Corporation
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(Name of Issuer)
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Common Stock, par value $0.01 per share
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(Title of Class of Securities)
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02153X108
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(CUSIP Number)
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William C. Erbey
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P.O. Box 25437
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Christiansted, United States Virgin Islands 00824
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(340) 692-1055
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(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
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March 31, 2016
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(Date of Event which Requires Filing of this Statement)
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CUSIP No. 02153X108
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Schedule 13D | Page 2 |
1.
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Names of Reporting Persons
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William C. Erbey (“Mr. Erbey”)
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2.
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Check the Appropriate Box if a Member of a Group (See Instructions)
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(a) T
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(b) £
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3.
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SEC Use Only
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4.
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Source of Funds (See Instructions)
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N/A
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5.
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Check if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e) o
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6.
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Citizenship or Place of Organization
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U.S.A.
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
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7.
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Sole Voting Power
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733,523 (1)
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8.
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Shared Voting Power
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0
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9.
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Sole Dispositive Power
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733,523 (1)
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10.
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Shared Dispositive Power
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0
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11.
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Aggregate Amount Beneficially Owned by Each Reporting Person
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733,523 (1)
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12.
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Check if the Aggregate Amount in Row (11) Excludes Certain Shares
(See Instructions) o
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13.
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Percent of Class Represented by Amount in Row (11)
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35.5%*
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14.
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Type of Reporting Person (See Instructions)
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IN
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(1)
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Includes (a) 23,006 unvested shares of restricted stock of which 9,861 shares will vest within 60 days of March 31, 2016; (b) 3,287 shares of common stock held directly; (c) 623,803 shares of common stock held by Salt Pond Holdings, LLC, a U.S. Virgin Islands limited liability company (“Salt Pond”) of which Mr. Erbey, the Frederiksted Trust, a U.S. Virgin Islands trust (the “Trust”), and Erbey Holding Corporation, Inc., a Delaware corporation (“Erbey Holding” and, together with Mr. Erbey, Salt Pond and the Trust, the “Reporting Persons”) are members; and (d) options to acquire 83,427 shares of common stock, which were exercisable on or within 60 days after March 31, 2016. Erbey Holding is wholly owned by Mr. Erbey. Mr. Erbey, John Erbey (Mr. Erbey’s brother), and Salt Pond are co-trustees of the Trust. Mr. Erbey, the Trust and Erbey Holding each may be deemed to beneficially own the 623,803 shares of common stock held by Salt Pond.
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CUSIP No. 02153X108
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Schedule 13D | Page 3 |
1.
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Names of Reporting Persons
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Frederiksted Trust
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2.
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Check the Appropriate Box if a Member of a Group (See Instructions)
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(a) T
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(b) £
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3.
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SEC Use Only
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4.
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Source of Funds (See Instructions)
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N/A
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5.
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Check if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e) o
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6.
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Citizenship or Place of Organization
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U.S. Virgin Islands
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
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7.
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Sole Voting Power
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0
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8.
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Shared Voting Power
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623,803 (2)
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9.
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Sole Dispositive Power
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0
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10.
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Shared Dispositive Power
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623,803 (2)
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11.
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Aggregate Amount Beneficially Owned by Each Reporting Person
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623,803 (2)
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12.
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Check if the Aggregate Amount in Row (11) Excludes Certain Shares
(See Instructions) o
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13.
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Percent of Class Represented by Amount in Row (11)
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31.7%*
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14.
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Type of Reporting Person (See Instructions)
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OO
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CUSIP No. 02153X108
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Schedule 13D | Page 4 |
1.
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Names of Reporting Persons
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Salt Pond Holdings, LLC
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2.
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Check the Appropriate Box if a Member of a Group (See Instructions)
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(a) T
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(b) £
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3.
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SEC Use Only
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4.
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Source of Funds (See Instructions)
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N/A
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5.
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Check if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e) o
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6.
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Citizenship or Place of Organization
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U.S. Virgin Islands
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
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7.
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Sole Voting Power
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0
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8.
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Shared Voting Power
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623,803 (3)
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9.
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Sole Dispositive Power
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0
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10.
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Shared Dispositive Power
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623,803 (3)
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11.
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Aggregate Amount Beneficially Owned by Each Reporting Person
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623,803 (3)
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12.
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Check if the Aggregate Amount in Row (11) Excludes Certain Shares
(See Instructions) o
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13.
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Percent of Class Represented by Amount in Row (11)
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31.7%*
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14.
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Type of Reporting Person (See Instructions)
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OO
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CUSIP No. 02153X108
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Schedule 13D | Page 5 |
1.
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Names of Reporting Persons
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Erbey Holding Corporation, Inc.
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2.
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Check the Appropriate Box if a Member of a Group (See Instructions)
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(a) T
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(b) £
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3.
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SEC Use Only
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4.
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Source of Funds (See Instructions)
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N/A
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5.
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Check if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e) o
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6.
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Citizenship or Place of Organization
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Delaware
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
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7.
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Sole Voting Power
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0
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8.
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Shared Voting Power
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623,803 (4)
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9.
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Sole Dispositive Power
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0
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10.
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Shared Dispositive Power
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623,803 (4)
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11.
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Aggregate Amount Beneficially Owned by Each Reporting Person
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623,803 (4)
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12.
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Check if the Aggregate Amount in Row (11) Excludes Certain Shares
(See Instructions) o
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13.
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Percent of Class Represented by Amount in Row (11)
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31.7%*
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14.
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Type of Reporting Person (See Instructions)
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CO
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(4)
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Includes 623,803 shares held by Salt Pond Holdings, LLC.
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*
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The ownership percentage for each Reporting Person is based upon 1,970,572 shares outstanding as of February 22, 2016, as reported in the Issuer’s 10-K for the fiscal year ended December 31, 2015. For Mr. Erbey, 9,861 shares of restricted stock, which will vest within 60 days of March 31, 2016, plus 83,427 shares of common stock, which were exercisable on or within 60 days after March 31, 2016, have been added to the shares outstanding to arrive at a total number of shares outstanding of 2,063,860 for purposes of calculating his beneficial ownership only.
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CUSIP No. 02153X108
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Schedule 13D | Page 6 |
CUSIP No. 02153X108
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Schedule 13D | Page 7 |
Exhibit
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Description
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99.1
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Joint Filing Agreement, dated April 12, 2016, by and among William C. Erbey, Frederiksted Trust, Salt Pond Holdings, LLC and Erbey Holding Corporation.
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Dated: April 12, 2016
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/s/ William C. Erbey
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William C. Erbey
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Frederiksted Trust
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By:
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/s/ William C. Erbey
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Name: William C. Erbey
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Co-Trustee
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By:
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/s/ John R. Erbey
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Name: John R. Erbey
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Co-Trustee
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By:
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/s/ William C. Erbey
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Name: Salt Pond Holdings, LLC
Title: Co-Trustee
Signed By:
Name: William C. Erbey
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Title: President
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Erbey Holding Corporation
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By:
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/s/ William C. Erbey
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Name: William C. Erbey
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Title: President
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Salt Pond Holdings, LLC
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By:
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/s/ William C. Erbey
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Name: William C. Erbey
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Title: President
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