4//SEC Filing
AVIV REIT, INC. 4
Accession 0001209191-15-032550
CIK 0001499686operating
Filed
Apr 2, 8:00 PM ET
Accepted
Apr 3, 9:22 PM ET
Size
26.6 KB
Accession
0001209191-15-032550
Insider Transaction Report
Form 4
AVIV REIT, INC.AVIV
O'Neill Donna M.
Chief Accounting Officer
Transactions
- Disposition to Issuer
Common Stock
2015-04-01−25,042→ 0 total - Disposition to Issuer
Restricted Stock Units
2015-04-01−1,358→ 0 total→ Common Stock (1,358 underlying) - Disposition to Issuer
Restricted Stock Units
2015-04-01−2,125→ 0 total→ Common Stock (2,125 underlying) - Disposition to Issuer
Employee Stock Option
2015-04-01−132,813→ 0 totalExercise: $16.56→ Common Stock (132,813 underlying) - Disposition to Issuer
Employee Stock Option
2015-04-01−2,957→ 0 totalExercise: $17.95→ Common Stock (2,957 underlying) - Disposition to Issuer
Employee Stock Option
2015-04-01−2,716→ 0 totalExercise: $18.62→ Common Stock (2,716 underlying) - Disposition to Issuer
Employee Stock Option
2015-04-01−7,243→ 0 totalExercise: $18.87→ Common Stock (7,243 underlying) - Disposition to Issuer
Employee Stock Option
2015-04-01−102,480→ 0 totalExercise: $18.87→ Common Stock (102,480 underlying) - Disposition to Issuer
Employee Stock Option
2015-04-01−18,834→ 0 totalExercise: $18.65→ Common Stock (18,834 underlying) - Disposition to Issuer
Employee Stock Option
2015-04-01−16,117→ 0 totalExercise: $18.65→ Common Stock (16,117 underlying)
Footnotes (7)
- [F1]Pursuant to an Agreement and Plan of Merger, dated October 30, 2014, among Omega Healthcare Investors, Inc. ("Omega"), OHI Healthcare Properties Holdco, Inc., OHI Healthcare Properties Limited Partnership, L.P., Aviv REIT, Inc. (the "Issuer") and Aviv Healthcare Properties Limited Partnership (the "Merger Agreement"), each outstanding share of the Issuer's common stock was exchanged for the right to receive nine-tenths of a share of common stock of Omega, subject to certain adjustment as set forth in the Merger Agreement (such ratio, the "Exchange Ratio"), on April 1, 2015 (the "Closing Date"). The last reported sale price of shares of Omega common stock on the Closing Date was $40.74 per share.
- [F2]Each RSU represents a contingent right to receive one share of common stock of the Issuer.
- [F3]The RSUs originally were to vest in full on December 31, 2015. Pursuant to the Merger Agreement, as of the Closing Date, the RSUs were 100% vested and cancelled and were payable for a number of shares of Omega common stock equal to the Exchange Ratio multiplied by the number of shares of Issuer common stock.
- [F4]The RSUs originally were to vest in full on December 31, 2016. Pursuant to the Merger Agreement, as of the Closing Date, the RSUs were 100% vested and cancelled and were payable for a number of shares of Omega common stock equal to the Exchange Ratio multiplied by the number of shares of Issuer common stock.
- [F5]Pursuant to the Merger Agreement, as of the Effective time of the Merger, the stock options ceased to be exercisable for shares of Issuer common stock but instead are exercisable for a number of shares of Omega common stock equal to nine-tenths of a share of Omega common stock, subject to certain adjustments as set forth in the Merger Agreement, multiplied by the number of shares of Issuer common stock as to which such stock options related immediately prior to the Effective time of the Merger.
- [F6]The stock options vested in full upon the initial public offering of Aviv REIT, Inc. on March 26, 2013.
- [F7]N/A
Documents
Issuer
AVIV REIT, INC.
CIK 0001499686
Entity typeoperating
IncorporatedMD
Related Parties
1- filerCIK 0001499686
Filing Metadata
- Form type
- 4
- Filed
- Apr 2, 8:00 PM ET
- Accepted
- Apr 3, 9:22 PM ET
- Size
- 26.6 KB