4//SEC Filing
Coleman Kathryn 4
Accession 0001127602-22-012939
CIK 0001656936other
Filed
May 1, 8:00 PM ET
Accepted
May 2, 8:24 PM ET
Size
10.6 KB
Accession
0001127602-22-012939
Insider Transaction Report
Form 4
Coleman Kathryn
Director
Transactions
- Disposition to Issuer
Deferred Share Units
2022-04-29−12,238.648→ 0 total→ Class A Common Shares (12,238.648 underlying) - Disposition to Issuer
Restricted Share Units
2022-04-29−4,078.66→ 0 total→ Class A Common Shares (4,078.66 underlying) - Award
Deferred Share Units
2022-04-28$41.64/sh+690.442$28,750→ 12,238.648 total→ Class A Common Shares (690.442 underlying)
Footnotes (3)
- [F1]Represents Deferred Share Units ("DSUs") under the MGM Growth Properties LLC 2016 Deferred Compensation Plan for Non-Employee Directors (the "Plan"). Each DSU is the economic equivalent of one Class A share. The DSUs become payable upon the reporting person's termination of service as a Director in accordance with the Plan and the Transaction Agreement (defined below).
- [F2]Pursuant to the Master Transaction Agreement, dated as of August 4, 2021 (the "Transaction Agreement") by and among the Issuer, MGM Resorts International, MGM Growth Properties Operating Partnership LP, VICI Properties Inc. ("Parent"), Venus Sub LLC, VICI Properties L.P. and VICI Properties OP LLC, deferred share units which were to become payable upon the reporting person's termination of service as a Director were canceled and converted into the right to receive 1.366 shares of Parent Common Stock ("Merger Consideration") plus cash in lieu of fractional shares less any applicable tax withholdings.
- [F3]Pursuant to the Transaction Agreement unvested restricted share units which were to vest upon the earlier of (i) May 5, 2022 or (ii) the date of the Issuer's next annual meeting of shareholders were accelerated, vested and canceled and converted into the right to receive the Merger Consideration rounded up to the nearest whole share less any applicable tax withholdings.
Documents
Issuer
MGM Growth Properties LLC
CIK 0001656936
Entity typeother
Related Parties
1- filerCIK 0001816853
Filing Metadata
- Form type
- 4
- Filed
- May 1, 8:00 PM ET
- Accepted
- May 2, 8:24 PM ET
- Size
- 10.6 KB