Hallenberg Susan 4
4 · Cottonwood Communities, Inc. · Filed May 22, 2026
Research Summary
AI-generated summary of this filing
Cottonwood Communities Susan Hallenberg Receives 2,572 CROP Units
What Happened
- Susan Hallenberg, Chief Accounting Officer and Treasurer of Cottonwood Communities, received 2,571.679 common units ("CROP Units") of Cottonwood Residential O.P., LP on May 20, 2026. The units were recorded at $11.36 each for a total reported value of $29,218. This transaction is an award/acquisition (derivative units), not an open-market purchase or sale.
Key Details
- Transaction date: May 20, 2026; Form 4 filed May 22, 2026 (within the typical 2-business-day Form 4 deadline).
- Security and amount: 2,571.679 CROP Units at $11.36 per unit; total value reported $29,218.
- Shares owned after transaction: Not disclosed in the filing.
- Footnote highlights:
- F1: CROP Units are common units of the Operating Partnership and may be redeemed for cash equal to NAV, converted one-for-one into the Issuer’s Class I common stock (or at the Issuer’s election, issued as Class I shares). The units have no expiration.
- F2: The units were issued as consideration for the Reporting Person’s ownership interest in APT Cowork, LLC under a Membership Interest Purchase Agreement (effective April 1, 2026). The Operating Partnership acquired APT for $1.1 million (inclusive of net working capital); the issuance used the most recent NAV per unit ($11.3615 as of Feb 28, 2026) and was approved by the Issuer’s conflicts committee consistent with Rule 16b-3.
- Filing timeliness: Appears timely (filed two days after the transaction).
Context
- These are operating partnership units (derivative securities) issued as transaction consideration, not a cash purchase or sale of Issuer stock. CROP Units can be redeemed or converted into the Issuer’s Class I shares based on NAV, so their economic exposure differs from direct common stock ownership.
- Because this issuance was part of a company acquisition (APT) and approved by the conflicts committee, it reflects a corporate transaction structure rather than a personal investment decision by the insider.
Insider Transaction Report
Form 4
Hallenberg Susan
See Remarks
Transactions
- Award
CROP Units
[F1][F2]2026-05-20$11.36/sh+2,571.679$29,218→ 31,892.223 total→ Class I Common Stock, par value $0.01 per share (2,571.679 underlying)
Holdings
- 70,335.061(indirect: By Trust)
CROP Units
[F1]→ Class I Common Stock, par value $0.01 per share (70,335.061 underlying)
Footnotes (2)
- [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.
Signature
/s/ Adam Larson, attorney-in-fact|2026-05-22