Empire Resorts : 4

SEC Form 4

FORM 4

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
OMB APPROVAL
Washington, D.C. 20549
OMB Number:	3235-0287
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP	Estimated average burden
hours per response:	0.5

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934

or Section 30(h) of the Investment Company Act of 1940

1. Name and Address of Reporting Person *

2. Issuer Name and Ticker or Trading Symbol

5. Relationship of Reporting Person(s) to Issuer

Kien Huat Realty III Ltd

EMPIRE RESORTS INC[ NYNY ]

(Check all applicable)

Director

X 10% Owner

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

Officer (give title

Other (specify

10/30/2019

(Last)

(First)

(Middle)

below)

below)

21ST FLOOR, WISMA GENTING

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable

JALAN SULTAN ISMAIL

Line)

Form filed by One Reporting Person

(Street)

X

Form filed by More than One Reporting

KUALA

N8

50250

Person

LUMPUR

(City)

(State)

(Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1. Title of Security (Instr. 3)

2. Transaction

2A. Deemed

3.

4. Securities Acquired (A) or

5. Amount of

6. Ownership

7. Nature

Date

Execution Date,

Transaction

Disposed Of (D) (Instr. 3, 4 and

Securities

Form: Direct

of Indirect

(Month/Day/Year)

if any

Code (Instr.

5)

Beneficially

(D) or Indirect

Beneficial

(Month/Day/Year)

8)

Owned Following

(I) (Instr. 4)

Ownership

Reported

(Instr. 4)

(A) or

Code

V

Amount

Price

Transaction(s)

(D)

(Instr. 3 and 4)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned

(e.g., puts, calls, warrants, options, convertible securities)

1. Title of

2.

3. Transaction

3A. Deemed

4.

5.

6. Date Exercisable and

7. Title and Amount

8. Price

9. Number of

10.

11. Nature

Derivative

Conversion

Date

Execution Date,

Transaction

Number

Expiration Date

of Securities

of

derivative

Ownership

of Indirect

Security

or Exercise

(Month/Day/Year)

if any

Code (Instr.

of

(Month/Day/Year)

Underlying

Derivative

Securities

Form:

Beneficial

(Instr. 3)

Price of

(Month/Day/Year)

8)

Derivative

Derivative Security

Security

Beneficially

Direct (D)

Ownership

Derivative

Securities

(Instr. 3 and 4)

(Instr. 5)

Owned

or Indirect

(Instr. 4)

Security

Acquired

Following

(I) (Instr. 4)

(A) or

Reported

Disposed

Transaction(s)

of (D)

(Instr. 4)

(Instr. 3,

4 and 5)

Amount

or

Date

Expiration

Number

Code

V

(A)

(D)

Exercisable

Date

Title

of Shares

Series F

Convertible

$20(1)(2)(3)

10/30/2019(3)

P

75

10/30/2019

12/31/2038

Common

375,000

$100,000

1,040

D

Preferred

Stock

Stock

1. Name and Address of Reporting Person *

Kien Huat Realty III Ltd

(Last)

(First)

(Middle)

21ST FLOOR, WISMA GENTING

JALAN SULTAN ISMAIL

(Street)

KUALA LUMPUR N8

50250

(City)

(State)

(Zip)

1. Name and Address of Reporting Person *

Lim Kok Thay

(Last)(First)(Middle)

21ST FLOOR, WISMA GENTING JALAN SULTAN ISMAIL

(Street)
	KUALA LUMPUR	N8	50250
	MALAYSIA
	(City)	(State)	(Zip)

Explanation of Responses:

1. At any time prior to December 31, 2038 (the "Maturity Date"), the Series F Preferred Stock (the "Preferred Stock") is convertible in whole or in part, at the option of the holder of the Preferred Stock, into shares of common stock, par value $.01 per share ("Common Stock"), in such amount equal to $100,000 (the "Stated Value") divided by $20.00 (the "Conversion Price") multiplied by the number of shares of Preferred Stock being converted. The conversion price is subject to certain customary adjustments.
2. If the holder of Preferred Stock has not given notice of conversion prior to the Maturity Date, each share of Preferred Stock that is outstanding on the Maturity Date shall automatically be converted into that number of shares of Common Stock determined by dividing the Stated Value by the 90-dayvolume-weighted average price for a share of Common Stock for the period ending the day immediately prior to the Maturity Date.
3. Kien Huat shall also be entitled to vote on all matters submitted to the vote of the holders of Common Stock on an as-converted basis and not as a separate class, except as required by law.

Remarks:

1. Yap Chong Chew is signing on behalf of Kien Huat Realty III Limited and Lim Kok Thay pursuant to the letters of authorization dated July 25, 2019, which were previously filed with the Securities and Exchange Commission.

/s/ Yap Chong Chew for Kien

Huat Realty III Limited (4)

/s/ Yap Chong Chew for Lim

Kok Thay (4)

** Signature of Reporting Person

10/30/2019

10/30/2019

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.