4//SEC Filing
Saltzman Steven R. 4
Accession 0000899243-21-003957
CIK 0001466225other
Filed
Jan 31, 7:00 PM ET
Accepted
Feb 1, 9:10 PM ET
Size
11.2 KB
Accession
0000899243-21-003957
Insider Transaction Report
Form 4
Saltzman Steven R.
CFO, SVP & Treasurer
Transactions
- Disposition to Issuer
Common Stock
2021-01-28−27,372→ 0 total - Disposition to Issuer
Convertible Stock
2021-01-28−804→ 0 total→ Common Stock (804 underlying) - Disposition to Issuer
Common Stock
2021-01-28−278→ 0 total
Footnotes (4)
- [F1]Reflects the disposition of shares of the Issuer's common stock in connection with the merger (the "Merger") of the Issuer with and into Revolution I Merger Sub, LLC, an indirect subsidiary of Resource REIT, Inc. ("Resource REIT"). In the Merger, each share of the Issuer's common stock, par value $0.01 per share ("REIT I Common Stock"), was converted into the right to receive 1.22423 shares of common stock of Resource REIT ("Resource REIT Common Stock"), par value $0.01 per share. There is no established market for shares of Resource REIT Common Stock or shares of REIT I Common Stock. On March 19, 2020, the board of directors of Resource REIT approved an estimated value per share of Resource REIT Common Stock of $9.08.
- [F2](Continued from footnote 1) On March 19, 2020, the board of directors of the Issuer approved an estimated value per share of REIT I Common Stock of $11.10. For a full description of the methodologies used to calculate Resource REIT and the Issuer's respective estimated value per share as of December 31, 2019, see Part II, Item 5, "Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities - Market Information" of each company's respective Annual Report on Form 10-K for the year ended December 31, 2019 filed with the U.S. Securities and Exchange Commission (the "SEC") on March 20, 2020.
- [F3]Reflects the disposition of restricted stock granted under the Issuer's 2020 Long-Term Incentive Plan (the "2020 LTIP") in connection with the Merger. The 2020 LTIP and the outstanding restricted stock awarded thereunder were assumed and continued by Resource REIT at the effective time of the Merger. The outstanding restricted stock awards under the 2020 LTIP were adjusted to be awards with respect to Resource REIT Common Stock. Restricted stock awarded under the 2020 LTIP vest in two tranches - 40% of the total number of shares vested upon the consummation of the Merger and 60% of the total number of shares will vest upon a liquidity event so long as the reporting person remains continuously employed through such vesting date. The vesting of shares awarded to the Reporting Person under the 2020 LTIP in connection with the Merger is reported on the Reporting Person's Form 4 for Resource REIT filed with the SEC on February 1, 2021.
- [F4]Reflects the disposition of shares of the Issuer's convertible stock in connection with the Merger. In the Merger, each share of the Issuer's convertible stock, par value $0.01 per share, was converted into the right to receive $0.02 in cash (without interest).
Documents
Issuer
Resource Real Estate Opportunity REIT, Inc.
CIK 0001466225
Entity typeother
Related Parties
1- filerCIK 0001518172
Filing Metadata
- Form type
- 4
- Filed
- Jan 31, 7:00 PM ET
- Accepted
- Feb 1, 9:10 PM ET
- Size
- 11.2 KB