4//SEC Filing
Shah Jay H 4
Accession 0000950170-23-066420
CIK 0001063344other
Filed
Nov 27, 7:00 PM ET
Accepted
Nov 28, 4:30 PM ET
Size
20.5 KB
Accession
0000950170-23-066420
Insider Transaction Report
Form 4
Shah Jay H
DirectorChief Executive Officer
Transactions
- Disposition to Issuer
6.50% Series D Cumulative Redeemable Preferred Shares
2023-11-28−25,000→ 0 total - Disposition to Issuer
LTIP Units
2023-11-28−2,299,250→ 0 total→ Class A Common Shares of Beneficial Interest (2,299,250 underlying) - Disposition to Issuer
Class A Common Shares of Beneficial Interest
2023-11-28−514,415→ 0 total - Disposition to Issuer
Class A Common Shares of Beneficial Interest
2023-11-28−78,640→ 0 total(indirect: By Trust) - Disposition to Issuer
Common Units
2023-11-28−132,917→ 0 total(indirect: By Trust)→ Class A Common Shares of Beneficial Interest (132,917 underlying) - Disposition to Issuer
Common Units
2023-11-28−182,574→ 0 total(indirect: By Trust)→ Class A Common Shares of Beneficial Interest (182,574 underlying) - Disposition to Issuer
6.875% Series C Cumulative Redeemable Preferred Shares
2023-11-28−1,900→ 0 total - Disposition to Issuer
6.50% Series E Cumulative Redeemable Preferred Shares
2023-11-28−900→ 0 total - Disposition to Issuer
Common Units
2023-11-28−89,889→ 0 total→ Class A Common Shares of Beneficial Interest (89,889 underlying)
Footnotes (5)
- [F1]Pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated August 27, 2023, by and among 1776 Portfolio Investment, LLC ("Parent"), 1776 Portfolio REIT Merger Sub, LLC, 1776 Portfolio OP Merger Sub, LP, Hersha Hospitality Limited Partnership, and the Issuer, the Issuer and the OP became subsidiaries of Parent upon consummation of the transactions contemplated by the Merger Agreement (the "Effective Time"). At the Effective Time, (a) each outstanding share of common stock was cancelled and converted into the right to receive $10.00 in cash (the "Merger Consideration"), without interest, and (b) each outstanding award of restricted common shares vested and was cancelled and converted into the right to receive the Merger Consideration.
- [F2]The Reporting Person disclaims beneficial ownership of these securities, as this report shall not be deemed an admission that the Reporting Person is the beneficial owner of these securities for purposes of Section 16 or any other purpose.
- [F3]At the Effective Time, each outstanding share of preferred stock of the Issuer was cancelled and converted into the right to receive an amount in cash equal to $25.00 per share plus accrued and unpaid dividends, if any, up to and including the Closing Date (as defined in the Merger Agreement), without interest (the "Preferred Merger Consideration").
- [F4]At the Effective Time, each outstanding LTIP Unit held by the Reporting Person was converted into the right to receive the Merger Consideration.
- [F5]At the Effective Time, each outstanding Common Unit held by the Reporting Person was converted into the right to receive the Merger Consideration.
Documents
Issuer
HERSHA HOSPITALITY TRUST
CIK 0001063344
Entity typeother
Related Parties
1- filerCIK 0001330128
Filing Metadata
- Form type
- 4
- Filed
- Nov 27, 7:00 PM ET
- Accepted
- Nov 28, 4:30 PM ET
- Size
- 20.5 KB