4//SEC Filing
Elliott Thomas C 4
Accession 0001209191-22-030409
CIK 0001559484other
Filed
May 18, 8:00 PM ET
Accepted
May 19, 1:54 PM ET
Size
9.7 KB
Accession
0001209191-22-030409
Insider Transaction Report
Form 4
Elliott Thomas C
See Remarks
Transactions
- Award
Common Stock
2022-05-19+171,686→ 351,191 total - Disposition to Issuer
Common Stock
2022-05-19−351,191→ 0 total - Disposition to Issuer
Convertible Stock
2022-05-19−798→ 0 total
Footnotes (3)
- [F1]Represents vesting of each outstanding share of unvested performance-based restricted common stock of Resource REIT, Inc. (the "Company") granted pursuant to the Company's 2020 Long-Term Incentive Plan immediately prior to the effective time of the merger (the "Effective Time"), at target-level achievement in accordance with the terms of the Agreement and Plan of Merger, dated as of January 23, 2022 (the "Merger Agreement"), by and among the Company, Rapids Parent LLC and Rapids Merger Sub LLC.
- [F2]Pursuant to the Merger Agreement, at the Effective Time, (i) each outstanding share of common stock, par value $0.01 per share, of the Company ("Common Stock"), was automatically cancelled and converted into the right to receive an amount in cash equal to $14.75 per share, without interest (the "Common Stock Consideration") and (ii) each outstanding share of unvested time-vested restricted Common Stock granted pursuant to the Company's 2020 Long-Term Incentive Plan automatically vested and all restrictions and reacquisition rights thereon lapsed and had the right to receive the Common Stock Consideration, less any applicable withholding taxes, plus the amount of all accrued and unpaid cash dividends up to and including the Effective Time in accordance with the terms of the applicable award agreement.
- [F3]Pursuant to the Merger Agreement, at the Effective Time, each share of convertible stock, par value $0.01 per share of the Company issued and outstanding immediately prior to the Effective Time, was automatically cancelled and converted into the right to receive, in accordance with the terms of the Merger Agreement, an amount in cash, without interest, equal to $1,846.76 per share.
Documents
Issuer
Resource REIT, Inc.
CIK 0001559484
Entity typeother
Related Parties
1- filerCIK 0001332163
Filing Metadata
- Form type
- 4
- Filed
- May 18, 8:00 PM ET
- Accepted
- May 19, 1:54 PM ET
- Size
- 9.7 KB