Christensen Chad 4
4 · Cottonwood Communities, Inc. · Filed May 22, 2026
Research Summary
AI-generated summary of this filing
Cottonwood Communities Exec Chairman Chad Christensen Receives Award
What Happened
Chad Christensen, Executive Chairman of Cottonwood Communities, received 25,329.615 common units of Cottonwood Residential O.P., LP ("CROP Units") on May 20, 2026. The units were recorded at $11.36 each for a total reported value of $287,782. The grant is reported as an award/acquisition (Code A) and is a derivative interest (CROP Units) rather than an open-market stock purchase.
Key Details
- Transaction date: 2026-05-20; filing date: 2026-05-22 (timely file).
- Amount received: 25,329.615 CROP Units at $11.36 per unit; total reported value $287,782.
- Transaction type/code: A (award/grant or other acquisition); reported as a derivative security.
- Footnote highlights:
- F1: CROP Units are common units of the Operating Partnership; redeemable for cash equal to NAV or convertible (at the issuer’s election) one-for-one into Class I common stock; no expiration.
- F2: Units were issued as consideration for Christensen’s ownership interest in APT Cowork, LLC under a Membership Interest Purchase Agreement; the Operating Partnership acquired APT for $1.1M (inclusive of net working capital). Issuance was at the most recently determined NAV ($11.3615 as of Feb 28, 2026) and approved by the conflicts committee.
- F3: Christensen disclaims beneficial ownership except to the extent of his pecuniary interest.
- Shares owned after transaction: not specified in the provided filing details.
Context
This was not an open-market purchase or a sale; Christensen received partnership units as part of a business acquisition (consideration for selling his APT interest). CROP Units are derivative interests tied to the Operating Partnership’s NAV and can be redeemed for cash or converted to shares, so the issuance reflects a non-cash compensation/consideration arrangement rather than a straightforward buy or sell of public shares. The filing notes committee approval and a third‑party valuation guided the transaction price.
Insider Transaction Report
- Award
CROP Units
[F1][F2]2026-05-20$11.36/sh+25,329.615$287,782→ 262,005.931 total(indirect: By LLC)→ Class I Common Stock, par value $0.01 per share (25,329.615 underlying)
- 364,483.513
CROP Units
[F1]→ Class I Common Stock, par value $0.01 per share (364,483.513 underlying) - 3,589,360.305(indirect: By LLC)
CROP Units
[F1][F3]→ Class I Common Stock, par value $0.01 per share (3,589,360.305 underlying) - 436,972.54(indirect: By Trust)
CROP Units
[F1]→ Class I Common Stock, par value $0.01 per share (436,972.54 underlying)
Footnotes (3)
- [F1]Represents common units ("CROP Units") of Cottonwood Residential O.P., LP ("the Operating Partnership"), a Delaware limited partnership of which Cottonwood Communities, Inc., a Maryland corporation (the "Issuer"), is the sole member of the sole general partner. CROP Units may be redeemed for cash equal to the net asset value ("NAV") per share, determined pursuant to valuation procedures adopted by the Issuer's board of directors, of one share of the Issuer's Class I common stock or, at the Issuer's election, for shares of the Issuer's Class I common stock on a one-for-one basis. The CROP Units have no expiration date.
- [F2]The Reporting Person received CROP Units from the Operating Partnership as consideration for his ownership interest in APT Cowork, LLC ("APT"). The transaction was completed pursuant to a Membership Interest Purchase Agreement dated as of May 20, 2026 and effective as of April 1, 2026, pursuant to which the Operating Partnership acquired all of the issued and outstanding membership interests in APT for $1.1 million, inclusive of net working capital. The purchase price was based on a third-party opinion of value and the transaction was approved in advance by the Issuer's conflicts committee in the manner contemplated by Rule 16b-3 under the Securities Exchange Act of 1934, as amended. The issuance of the CROP Units was at the most recently determined NAV per unit of the Operating Partnership at the time the transaction was approved ($11.3615 as of February 28, 2026) and the consideration was allocated to the members consistent with their capital contributions.
- [F3]The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose.