-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, WP+gWUhfNZbtZROJqtcz0JBXPW9LNjKSHzwvr+sUbzSMYIf+4uREjZY0+EaR2G+M fbGZkOQ6Tv4IbP4qvEINCw== 0001284409-06-000029.txt : 20060925 0001284409-06-000029.hdr.sgml : 20060925 20060925140129 ACCESSION NUMBER: 0001284409-06-000029 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20060921 FILED AS OF DATE: 20060925 DATE AS OF CHANGE: 20060925 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: BOYKIN LODGING CO CENTRAL INDEX KEY: 0001015859 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 341824586 STATE OF INCORPORATION: OH FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: GUILDHALL BLDG 45 W PROSPECT AVE STREET 2: SUITE 1500 CITY: CLEVELAND STATE: OH ZIP: 44115 BUSINESS PHONE: 2164301200 MAIL ADDRESS: STREET 1: GUILDHALL BLDG 45 W PROSPECT AVE STREET 2: SUITE 1500 CITY: CLEVELAND STATE: OH ZIP: 44115 FORMER COMPANY: FORMER CONFORMED NAME: BOYKIN LODGING TRUST INC DATE OF NAME CHANGE: 19960604 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BOYKIN ROBERT W CENTRAL INDEX KEY: 0001221569 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-11975 FILM NUMBER: 061106269 BUSINESS ADDRESS: STREET 1: BOYKIN LODGING CO. STREET 2: 45 W. PROSPECT CITY: CLEVELAND STATE: OH ZIP: 44115 4 1 edgar.xml PRIMARY DOCUMENT X0202 4 2006-09-21 1 0001015859 BOYKIN LODGING CO BOY 0001221569 BOYKIN ROBERT W 45 W. PROSPECT AVE., SUITE 1500 CLEVELAND OH 44115 1 1 0 0 Chairman and CEO Common shares, without par value 2006-09-21 4 D 0 222013 7.63 D 0 D Common shares, without par value 2006-09-21 4 D 0 166881 7.63 D 0 I See footnote Units 0 2006-09-21 4 D 0 504597 7.63 D Common Shares, without par value 504597 0 I See footnote Units 0 2006-09-21 4 D 0 157114 7.63 D Common Shares, without par value 157114 0 I See footnote Units 0 2006-09-21 4 D 0 150000 7.63 D Common Shares, without par value 150000 0 I See footnote Units 0 2006-09-21 4 D 0 124438 7.63 D Common Shares, without par value 124438 0 I See footnote Employee Stock Option (Right to Buy) 10.938 2006-09-21 4 D 0 48000 .062 D 2000-01-01 2010-01-01 Common Shares, without par value 48000 0 D Employee Stock Option (Right to Buy) 7.295 2006-09-21 4 D 0 40000 3.705 D 2001-12-05 2011-12-05 Common Shares, without par value 40000 0 D Employee Stock Option (Right to Buy) 7.295 2006-09-21 4 D 0 30000 3.705 D 2002-01-01 2012-01-01 Common Shares, without par value 30000 0 D Employee Stock Option (Right to Buy) 8.06 2006-09-21 4 D 0 30000 2.94 D 2001-12-05 2011-12-05 Common Shares, without par value 30000 0 D Disposed of pursuant to the merger with Braveheart Realty (Ohio) Corp. ("Braveheart"). The Boykin Group, Inc., an Ohio corporation ("Boykin Group"), owns 52,153 Common Shares. The Reporting Person owns approximately a 54% indirect equity interest in Boykin Group. 52,101 Common Shares are owned by Boykin Management Company Limited Liability Company, an Ohio limited liability company, of which the Reporting Person owns approximately a 54% indirect equity interest. 54,526 Common Shares are owned by Rowboy Trading and Holdings, LLC, a Delaware limited liability company ("Rowboy") , of which the Reporting Person is the sole managing member. A trust for the benefit of the Reporting Person owns a 99% equity interest and the Reporting Person owns a 1% equity interest in Rowboy. 8,101 Common Shares are owned by the Profit Sharing Plan. Units of partnership interest in Boykin Hotel Properties, L.P. (the "Partnership"). Pursuant to the Third Amended and Restated Agreement of Limited Partnership of the Partnership, as amended, a holder of units may cause the Partnership to purchase his units for cash (the value of a unit, subject to certain factors, is equal to the value of one common share of Boykin Lodging Company). However, Boykin Lodging Company, the general partner of the Partnership, may elect, subject to certain conditions, to deliver its common shares on a one-for-one basis with the number of units held in lieu of cash. Redeemed in connection with the purchase by New Pink Shell LLC and New Banana Bay LLC of the Pink Shell Beach Resort and the Banana Bay Resort and Marina. Owned by JABO, LLC, of which the Reporting Person owns an approximately 50% equity interest. Owned by John E. Boykin, as trustee of the Robert W. Boykin Investments Trust, dated December 16, 2005. The Reporting Person is a beneficiary of the trust. Owned by the Reporting Person and John E. Boykin, as co-trustees of the William J. Boykin Trust. Owned by the Reporting Person, as trustee of the John E. Boykin Investments Trust, dated December 16, 2005. The Reporting Person is not a beneficiary of the trust. Options to purchase common shares granted under the Company's Long-Term Incentive Plans with an exercise price of less than $11.00 per share were cancelled as of the effective time of the merger with Braveheart in exchange for a lump sum cash payment, without interest, less applicable withholding taxes, equal to the product of: (i) the excess, if any, of $11.00 over the exercise price per common share subject to that option, multiplied by (ii) the aggregate number of common shares underlying that option immediately prior to the merger effective time. Options to purchase common shares with an exercise price greater than $11.00 per share were cancelled as of the merger effective time with no payment made. Robert W. Boykin 2006-09-22 -----END PRIVACY-ENHANCED MESSAGE-----