4//SEC Filing
Rodriguez Carlos V 4
Accession 0001455863-20-000065
CIK 0001455863other
Filed
Mar 9, 8:00 PM ET
Accepted
Mar 10, 4:41 PM ET
Size
15.1 KB
Accession
0001455863-20-000065
Insider Transaction Report
Form 4
Rodriguez Carlos V
EVP and COO
Transactions
- Exercise/Conversion
Common Shares of Beneficial Interest
2020-03-08$31.48/sh+2,291$72,121→ 8,778 total - Award
Operating Partnership Profits Units
2020-03-08+6,671→ 6,671 total→ Common Shares of Beneficial Interest (6,671 underlying) - Tax Payment
Common Shares of Beneficial Interest
2020-03-08$31.48/sh−693$21,816→ 8,085 total - Exercise/Conversion
Restricted Stock Units
2020-03-08−2,291→ 4,588 total→ Common Shares of Beneficial Interest (2,291 underlying) - Award
Performance OP Profits Units
2020-03-08+20,013→ 20,013 total→ Common Shares of Beneficial Interest (20,013 underlying)
Footnotes (5)
- [F1]Each restricted stock unit ("RSU") represents the right to acquire one common share of Americold Realty Trust. The RSU's vested one-third on March 8, 2020 and the remainder will vest ratably on March 8, 2021 and 2022.
- [F2]Represents OP Profits Units ("OP Profits Units")of Americold Realty Operating Partnership, L.P. ("Operating Partnership"), which will vest ratably on March 8, 2021, 2022 and 2023. The OP Profits Units were issued to the reporting person pursuant to the Americold Realty Trust 2017 Equity Plan.
- [F3]Conditioned upon minimum allocations to the capital accounts of the OP Profits Units for federal income tax purposes, each vested OP Profits Unit may be converted, at the election of the holder, into a common unit of limited partnership interest in the Operating Partnership (a "Common Unit"). Each Common Unit acquired upon conversion of a vested OP Profits Unit may be presented for redemption, at the election of the holder, for cash equal to the then fair market value of a common share of Americold Realty Trust (the "Company") (the "Common Shares"), except that the Company may, at its election, acquire each Common Unit so presented for one Common Share. The rights to convert vested OP Profits Units into Common Units and redeem Common Units have no expiration dates.
- [F4]Represents performance-based OP Profits Units ("Performance OP Profits Units") of the Operating Partnership. Payout of the Performance OP Profits Units will be determined based upon a comparison of the Company's total shareholder return ("TSR") on a relative basis to the MSCI U.S. REIT Index at the end of the applicable performance period (Jan 1, 2020 - Dec 31, 2022). The Performance OP Profits Units will vest, if at all, at the end of the 3-year period contingent upon the achievement of the pre-established TSR goal.
- [F5]Conditioned upon minimum allocations to the capital accounts of the Performance OP Profits Units for federal income tax purposes, each vested Performance OP Profits Unit may be converted, at the election of the holder, into a common unit of limited partnership interest in the Operating Partnership (a "Common Unit"). Each Common Unit acquired upon conversion of a vested Performance OP Profits Unit may be presented for redemption, at the election of the holder, for cash equal to the then fair market value of a common share of Americold Realty Trust (the "Company") (the "Common Shares"), except that the Company may, at its election, acquire each Common Unit so presented for one Common Share. The rights to convert vested Performance OP Profits Units into Common Units and redeem Common Units have no expiration dates.
Documents
Issuer
AMERICOLD REALTY TRUST
CIK 0001455863
Entity typeother
Related Parties
1- filerCIK 0001551733
Filing Metadata
- Form type
- 4
- Filed
- Mar 9, 8:00 PM ET
- Accepted
- Mar 10, 4:41 PM ET
- Size
- 15.1 KB