Home/Filings/4/0001104659-25-119424
4//SEC Filing

PORTNOY ADAM D. 4

Accession 0001104659-25-119424

CIK 0001452477other

Filed

Dec 7, 7:00 PM ET

Accepted

Dec 8, 9:07 PM ET

Size

17.4 KB

Accession

0001104659-25-119424

Insider Transaction Report

Form 4
Period: 2025-12-04
PORTNOY ADAM
DirectorPresident of FundOther
Transactions
  • Exercise of In-Money

    Common Shares of Beneficial Interest

    2025-12-04$8.65/sh+109,669$948,637329,009 total
  • Exercise of In-Money

    Common Shares of Beneficial Interest

    2025-12-04$8.65/sh+58,266$504,001178,488 total(indirect: See Footnote)
  • Exercise of In-Money

    Common Shares of Beneficial Interest

    2025-12-04$8.65/sh+854,029$7,387,3512,562,087 total(indirect: See Footnote)
  • Exercise of In-Money

    Subscription Right (Right to Buy)

    2025-12-04219,3400 total
    Exercise: $8.65From: 2025-11-10Exp: 2025-12-04Common Shares (109,669 underlying)
  • Exercise of In-Money

    Subscription Right (Right to Buy)

    2025-12-04116,5310 total(indirect: See Footnote)
    Exercise: $8.65From: 2025-11-10Exp: 2025-12-04Common Shares (58,266 underlying)
  • Exercise of In-Money

    Subscription Right (Right to Buy)

    2025-12-041,708,0580 total(indirect: See Footnote)
    Exercise: $8.65From: 2025-11-10Exp: 2025-12-04Common Shares (854,029 underlying)
Footnotes (3)
  • [F1]On October 30, 2025, Seven Hills Realty Trust (the "Company") announced the terms of a pro rata offering of transferable subscription rights (the "Rights") to holders of the Company's common shares as of the record date of November 10, 2025 ("Record Date Shareholders"), entitling the holders of such Rights to subscribe for up to an aggregate of 7,532,861 of the Company's common shares (the "Rights Offering"). Record Date Shareholders received one Right for each outstanding common share they owned on the record date. The Rights entitled the Record Date Shareholders to purchase one new common share for every two Rights held. The Rights Offering expired on December 4, 2025.
  • [F2]178,488 common shares are held by ABP Trust, which includes common shares acquired under a dividend reinvestment plan. Mr. Portnoy is a holder of shares of beneficial interest in, and the sole trustee of, ABP Trust. Mr. Portnoy may be deemed to be a beneficial owner of the common shares owned directly by ABP Trust, but Mr. Portnoy disclaims such beneficial ownership except to the extent of his pecuniary interest therein.
  • [F3]2,562,087 common shares are held by Tremont Realty Capital LLC ("TRC"). TRC is a direct wholly owned subsidiary of The RMR Group LLC ("RMR LLC"), which is a direct majority owned subsidiary of The RMR Group Inc. ("RMR Inc."), of which Mr. Portnoy is a managing director and controlling shareholder through ABP Trust. Mr. Portnoy is also a beneficial owner and a director of TRC, RMR LLC and RMR Inc. and Mr. Portnoy may be deemed to beneficially own the common shares owned directly by TRC, but Mr. Portnoy disclaims such beneficial ownership except to the extent of his pecuniary interest therein.

Issuer

Seven Hills Realty Trust

CIK 0001452477

Entity typeother

Related Parties

1
  • filerCIK 0001273871

Filing Metadata

Form type
4
Filed
Dec 7, 7:00 PM ET
Accepted
Dec 8, 9:07 PM ET
Size
17.4 KB