Boekelheide Kerry W 4

Accession 0001209191-11-009859

CIK 0001497645other

View on SEC.gov Company Profile

Filed

Feb 14, 7:00 PM ET

Accepted

Feb 15, 5:29 PM ET

Size

19.5 KB

Accession

0001209191-11-009859

Insider Transaction Report

Form 4

Period: 2011-02-14

Summit Hotel Properties, Inc.INN

Boekelheide Kerry W

DirectorExecutive Chairman

Transactions

Award
Employee Stock Options (right to buy)
2011-02-14+376,000→ 376,000 total
Exercise: $9.75From: 2012-02-14Exp: 2021-02-13→ Common Stock (376,000 underlying)
Disposition to Issuer
Common Stock
2011-02-14$1.00/sh−1,000$1,000→ 0 total
Other
OP Units
2011-02-14+1,109,164→ 1,109,164 total(indirect: See footnote)
From: 2012-02-14→ Common Stock (1,109,164 underlying)
Other
OP Units
2011-02-14+74,829→ 1,183,993 total(indirect: See footnote)
From: 2012-02-14→ Common Stock (74,829 underlying)
Other
OP Units
2011-02-14+316,886→ 1,500,879 total(indirect: See footnote)
From: 2012-02-14→ Common Stock (316,886 underlying)
Other
OP Units
2011-02-14+17,000→ 17,000 total
From: 2012-02-14→ Common Stock (17,000 underlying)

Footnotes (11)

[F1]The Reporting Person acquired 1,000 shares of common stock, par value $0.01 per share, of the Issuer ("Common Stock") in connection with the formation and capitalization of the Issuer at a cost of $1,000. The Issuer repurchased these shares for $1,000 upon closing of the Issuer's initial public offering.
[F10]The options were granted pursuant to the Issuer's 2011 Equity Incentive Plan in connection with the initial public offering of the Issuer.
[F11]The options will vest ratably on the first five anniversaries of the date of grant subject to the Reporting Person's continued employment with the Issuer.
[F2]Represents common units of limited partnership interest ("OP Units") in Summit Hotel OP, LP, the operating partnership of the Issuer (the "Operating Partnership"). The Issuer is the sole member of the general partner of the Operating Partnership.
[F3]Holders of OP Units have redemption rights that enable them to cause the Operating Partnership to redeem their OP Units for cash or, at the option of the Issuer, for shares of Common Stock on a one-for-one basis beginning one year after the issuance of the OP Units.
[F4]The OP Units were issued either pursuant to (a) a contribution agreement between the Operating Partnership and The Summit Group, Inc. ("SGI"), which is wholly owned by the Reporting Person, pursuant to which SGI contributed its Class B membership interest in Summit Group of Scottsdale, Arizona, LLC ("Summit of Scottsdale") to the Operating Partnership or (b) a merger agreement between the Operating Partnership and its predecessor, Summit Hotel Properties, LLC (the "LLC"), pursuant to which the LLC merged with and into the Operating Partnership (the "Merger").
[F5]Not applicable.
[F6]The value of each OP Unit was $9.75 as of the Transaction Date, based on the price per share of Common Stock at the time of the Issuer's initial public offering.
[F7]1,109,164 OP Units were issued to SGI in the Merger in exchange for its membership interests in the LLC.
[F8]74,829 OP Units were issued to SGI in the Merger in exchange for its Class B membership interest in Summit of Scottsdale.
[F9]316,886 OP Units were issued to entities affiliated with the Reporting Person other than SGI, over which the Reporting Person shares voting and investment power with individuals who are not affiliated with the Issuer.

Documents

1 file

4
doc4.xmlPrimary
FORM 4 SUBMISSION

Issuer

Summit Hotel Properties, Inc.

CIK 0001497645

→

Entity typeother

Related Parties

filerCIK 0001360512

Filing Metadata

Form type: 4
Filed: Feb 14, 7:00 PM ET
Accepted: Feb 15, 5:29 PM ET
Size: 19.5 KB

View on SEC.gov