Repertoire Partners LP - Oct 2, 2023 Form 3 Insider Report for Portman Ridge Finance Corp (PTMN)

Role: 10%+ Owner
Signature: /s/ Deepak Sarpangal, Managing Member of the General Partner of Repertoire Partners LP
Stock symbol: PTMN
Transactions as of: Oct 2, 2023
Transactions value $: $0
Form type: 3
Date filed: 10/5/2023, 05:54 PM
Next filing: Oct 11, 2023

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
holding	PTMN	Common Stock						1.08M	Oct 2, 2023	See Note	F1

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

Type	Sym	Class	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
holding	PTMN	Equity Swap (obligation to buy)	Oct 2, 2023	Common Stock	15.4K	$23.76	See Note	F1, F2
holding	PTMN	Equity Swap (obligation to buy)	Oct 2, 2023	Common Stock	37.5K	$24.49	See Note	F1, F2
holding	PTMN	Equity Swap (obligation to buy)	Oct 2, 2023	Common Stock	20.2K	$24.53	See Note	F1, F2
holding	PTMN	Equity Swap (obligation to buy)	Oct 2, 2023	Common Stock	1.44K	$24.53	See Note	F1, F2
holding	PTMN	Equity Swap (obligation to buy)	Oct 2, 2023	Common Stock	25K	$23.19	See Note	F1, F2
holding	PTMN	Equity Swap (obligation to buy)	Oct 2, 2023	Common Stock	10.3K	$23.74	See Note	F1, F2
holding	PTMN	Equity Swap (obligation to buy)	Oct 2, 2023	Common Stock	10.8K	$24.42	See Note	F1, F2
holding	PTMN	Equity Swap (obligation to buy)	Oct 2, 2023	Common Stock	7.63K	$21.27	See Note	F1, F2
holding	PTMN	Equity Swap (obligation to buy)	Oct 2, 2023	Common Stock	3.64K	$24.45	See Note	F1, F2
holding	PTMN	Equity Swap (obligation to buy)	Oct 2, 2023	Common Stock	64.7K	$24.63	See Note	F1, F2
holding	PTMN	Equity Swap (obligation to buy)	Oct 2, 2023	Common Stock	593	$23.89	See Note	F1, F2
holding	PTMN	Equity Swap (obligation to buy)	Oct 2, 2023	Common Stock	25K	$24.53	See Note	F1, F2
holding	PTMN	Equity Swap (obligation to buy)	Oct 2, 2023	Common Stock	4.13K	$24.53	See Note	F1, F2
holding	PTMN	Equity Swap (obligation to buy)	Oct 2, 2023	Common Stock	106	$22.52	See Note	F1, F2
holding	PTMN	Equity Swap (obligation to buy)	Oct 2, 2023	Common Stock	14.6K	$21.73	See Note	F1, F2
holding	PTMN	Equity Swap (obligation to buy)	Oct 2, 2023	Common Stock	64.9K	$24.00	See Note	F1, F2
holding	PTMN	Equity Swap (obligation to buy)	Oct 2, 2023	Common Stock	7.51K	$24.40	See Note	F1, F2
holding	PTMN	Equity Swap (obligation to buy)	Oct 2, 2023	Common Stock	9.91K	$23.98	See Note	F1, F2
holding	PTMN	Equity Swap (obligation to buy)	Oct 2, 2023	Common Stock	17.4K	$21.88	See Note	F1, F2
holding	PTMN	Equity Swap (obligation to buy)	Oct 2, 2023	Common Stock	32.9K	$24.38	See Note	F1, F2
holding	PTMN	Equity Swap (obligation to buy)	Oct 2, 2023	Common Stock	8.72K	$24.41	See Note	F1, F2
holding	PTMN	Equity Swap (obligation to buy)	Oct 2, 2023	Common Stock	13K	$24.41	See Note	F1, F2

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Repertoire Partners LP ("Repertoire") is the investment adviser to Repertoire Master Fund LP (the "Master Fund"). Repertoire Holdings LLC ("Holdings") is the general partner of the Master Fund. Deepak Sarpangal is the control person of both Repertoire and Holdings. These securities are held directly by the Master Fund for the benefit of its investors. The securities may be deemed to be beneficially owned by Repertoire as the investment adviser to the Master Fund, by Holdings as the general partner of the Master Fund and by Mr. Sarpangal as the control person of Repertoire and Holdings. Each of Repertoire, Holdings and Mr. Sarpangal disclaims beneficial ownership of such securities except to the extent of that person's pecuniary interest therein.
F2	Pursuant to an equity swap agreement entered into by the Master Fund with a counterparty, upon expiration of the 3-year term of the agreement, (1) the Master Fund will be obligated to pay to the counterparty the price per share set forth in Column 4 for the notional number of shares of PTMN common stock set forth in Column 3, and (2) the counterparty will be obligated to pay to the Master Fund the market value of the notional number of shares of PTMN common stock set forth in Column 3 as of the end of that period. The Master Fund will pay to the counterparty monthly interest on the purchase price of the notional shares, at a rate tied to a market index, and the counterparty will pay to the Master Fund all dividends and similar distributions paid on an equivalent number of shares of PTMN common stock during the term.

Content

Repertoire Partners LP ("Repertoire") is the investment adviser to Repertoire Master Fund LP (the "Master Fund"). Repertoire Holdings LLC ("Holdings") is the general partner of the Master Fund. Deepak Sarpangal is the control person of both Repertoire and Holdings. These securities are held directly by the Master Fund for the benefit of its investors. The securities may be deemed to be beneficially owned by Repertoire as the investment adviser to the Master Fund, by Holdings as the general partner of the Master Fund and by Mr. Sarpangal as the control person of Repertoire and Holdings. Each of Repertoire, Holdings and Mr. Sarpangal disclaims beneficial ownership of such securities except to the extent of that person's pecuniary interest therein.

Pursuant to an equity swap agreement entered into by the Master Fund with a counterparty, upon expiration of the 3-year term of the agreement, (1) the Master Fund will be obligated to pay to the counterparty the price per share set forth in Column 4 for the notional number of shares of PTMN common stock set forth in Column 3, and (2) the counterparty will be obligated to pay to the Master Fund the market value of the notional number of shares of PTMN common stock set forth in Column 3 as of the end of that period. The Master Fund will pay to the counterparty monthly interest on the purchase price of the notional shares, at a rate tied to a market index, and the counterparty will pay to the Master Fund all dividends and similar distributions paid on an equivalent number of shares of PTMN common stock during the term.

Remarks:

Before 10/2/2023, the Master Fund reported the securities subject to this report and transactions in those securities. Effective as of 10/2/2023, the Master Fund beneficially owns less than 10% of the outstanding shares of the issuer and is no longer subject to the reporting requirement of Section 16(a) of the Securities and Exchange Act. While Repertoire previously did not file a Form 3 in reliance on Rule16a-1(a)(1)(v) under the Act, Repertoire is filing this Form 3 because it may be deemed to indirectly beneficially own more than 10% of the outstanding shares of the issuer. Repertoire is filing this Form 4 on behalf of itself, Holdings and Mr. Sarpangal. The filers are filing this Form jointly, but not as a group, and each expressly disclaims membership in a group.