ZINNI ANTHONY C 4
4 · Sotherly Hotels Inc. · Filed Feb 12, 2026
Research Summary
AI-generated summary of this filing
Sotherly Hotels (SOHO) Director Anthony C. Zinni Sells 110,164 Shares
What Happened
Director Anthony C. Zinni disposed of 110,164 shares of Sotherly Hotels Inc. (SOHO) on February 12, 2026, at $2.25 per share, for total cash proceeds of $247,869. The disposition was a "Disposition to the issuer" as each share was converted into $2.25 in cash under the Merger Agreement that closed that day.
Key Details
- Transaction date: 2026-02-12; Price per share: $2.25; Shares disposed: 110,164; Total: $247,869.
- Transaction type: Disposition to issuer (merger consideration), filing code D.
- Shares owned after transaction: Not disclosed in this Form 4.
- Footnote: The sale was part of a Merger Agreement effective Feb 12, 2026, under which each share was converted into $2.25 cash; the disposition was approved by the board as contemplated by Rule 16b-3.
- Filing timeliness: Form 4 filed on 2026-02-12 (same date as the transaction), indicating a timely report.
Context
This was not an open-market sale but a cash conversion of shares in connection with Sotherly Hotels’ merger (each share converted into $2.25 cash). Dispositions tied to merger consideration are routine corporate transaction settlements and should be interpreted as a deal-related cash-out rather than a conventional insider sale reflecting trading sentiment.
Insider Transaction Report
- Disposition to Issuer
Common Stock
[F1]2026-02-12$2.25/sh−110,164$247,869→ 0 total
Footnotes (1)
- [F1]Pursuant to the terms of that certain Agreement and Plan of Merger (the "Merger Agreement"), dated as of October 24, 2025, by and among Sotherly Hotels Inc., a Maryland corporation (the "Company"), KW Kingfisher LLC, a Delaware limited liability company ("Parent"), and Sparrows Nest LLC, a Maryland limited liability company ("Merger Sub"), at the effective time on February 12, 2026 (the "Effective Time"), Merger Sub merged with and into the Company, with the Company surviving such merger (the "Merger") as a subsidiary of Parent. In connection with the Merger, each share of Company common stock, par value $.01 per share ("Common Stock"), was automatically converted into the right to receive $2.25 in cash per share without interest (the "Merger Consideration"). The disposition of the securities by the Reporting Person in the Merger was approved by the Company's board of directors in the manner contemplated by Rule 16b-3 under the Securities Exchange Act of 1934, as amended.