4//SEC Filing
Voss Kim K 4
Accession 0001283630-22-000191
CIK 0001283630other
Filed
Aug 8, 8:00 PM ET
Accepted
Aug 9, 4:48 PM ET
Size
11.2 KB
Accession
0001283630-22-000191
Insider Transaction Report
Form 4
Voss Kim K
Executive V.P. & Controller
Transactions
- Disposition to Issuer
Common Stock, par value $.01 per share
2022-08-09−4,604→ 0 total(indirect: See footnote) - Gift
Common stock
2022-06-21−91→ 62,992.34 total - Disposition to Issuer
Common stock
2022-08-09−58,388.34→ 0 total
Holdings
- 4,604(indirect: See footnote)
Common Stock, par value $.01 per share
Footnotes (4)
- [F1]Reflects transfer of 4,604 shares to a donor advised fund in the reporting person's name, an entity controlled by the reporting person, on August 3, 2022. By reason of the provisions of Rule 16a-1 of the Securities Exchange Act 1934, as amended, the reporting person may be deemed to be the beneficial owner of all of the American Campus Communities, Inc. common stock owned by the donor advised fund, although she disclaims beneficial ownership of those shares, except to the extent of any indirect pecuniary interest therein.
- [F2]On August 9, 2022, pursuant to the Agreement and Plan of Merger, dated as of April 18, 2022 (as amended from time to time, the "Merger Agreement"), by and among Abacus Parent LLC, Abacus Merger Sub I LLC ("Merger Sub I"), Abacus Merger Sub II LLC ("Merger Sub II"), American Campus Communities, Inc. ("ACC") and American Campus Communities Operating Partnership LP (the "Partnership"), ACC merged with and into Merger Sub I (the "Company Merger"), each share of ACC common stock issued and outstanding immediately prior to the effective time of the Company Merger (other than shares held in ACC's deferred compensation plan) was automatically cancelled and converted into the right to receive an amount in cash equal to $65.47 per share, without interest.
- [F3]All shares held in ACC's deferred compensation plan as of immediately before the effective time of the Company Merger became vested and no longer subject to restrictions and adjusted and converted into a right of the holder to have allocated to the holder's account under the deferred compensation plan an amount denominated in cash equal to the product of (i) the number of shares of ACC's common stock allocated to such account as of the effective time of the Company Merger and (ii) $65.47, and ceased to represent a right to receive shares of ACC's common stock.
- [F4]Includes 31,567 shares of unvested restricted stock. Pursuant to the Merger Agreement, each share of unvested restricted common stock granted pursuant to ACC's long-term incentive plans outstanding immediately prior to the effective time of the Company Merger automatically became fully vested and all restrictions and reacquisition rights thereon lapsed. All shares of ACC common stock represented thereby were considered outstanding for all purposes under the Merger Agreement and therefore automatically cancelled and converted into the right to receive an amount in cash equal to $65.47 per share, without interest.
Documents
Issuer
AMERICAN CAMPUS COMMUNITIES INC
CIK 0001283630
Entity typeother
Related Parties
1- filerCIK 0001642106
Filing Metadata
- Form type
- 4
- Filed
- Aug 8, 8:00 PM ET
- Accepted
- Aug 9, 4:48 PM ET
- Size
- 11.2 KB