0001415889-23-005919.txt : 20230404
0001415889-23-005919.hdr.sgml : 20230404
20230404140015
ACCESSION NUMBER: 0001415889-23-005919
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20230331
FILED AS OF DATE: 20230404
DATE AS OF CHANGE: 20230404
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: ISTAR INC.
CENTRAL INDEX KEY: 0001095651
STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798]
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-15371
FILM NUMBER: 23796416
BUSINESS ADDRESS:
STREET 1: 1114 AVENUE OF THE AMERICAS
STREET 2: 39TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10036
BUSINESS PHONE: 2129309400
MAIL ADDRESS:
STREET 1: 1114 AVENUE OF THE AMERICAS
STREET 2: 39TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10036
FORMER NAME:
FORMER CONFORMED NAME: ISTAR FINANCIAL INC
DATE OF NAME CHANGE: 20000501
FORMER NAME:
FORMER CONFORMED NAME: STARWOOD FINANCIAL INC
DATE OF NAME CHANGE: 19990923
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: ISTAR INC.
CENTRAL INDEX KEY: 0001095651
STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798]
IRS NUMBER: 956881527
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 1114 AVENUE OF THE AMERICAS
STREET 2: 39TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10036
BUSINESS PHONE: 2129309400
MAIL ADDRESS:
STREET 1: 1114 AVENUE OF THE AMERICAS
STREET 2: 39TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10036
FORMER COMPANY:
FORMER CONFORMED NAME: ISTAR FINANCIAL INC
DATE OF NAME CHANGE: 20000501
FORMER COMPANY:
FORMER CONFORMED NAME: STARWOOD FINANCIAL INC
DATE OF NAME CHANGE: 19990923
4
1
form4-04042023_020402.xml
X0407
4
2023-03-31
0001095651
ISTAR INC.
SAFE
0001095651
ISTAR INC.
1114 AVENUE OF THE AMERICAS, 39TH FLOOR
NEW YORK
NY
10036
false
false
true
false
0
Common stock, $0.01 par value per share
2023-03-31
4
S
0
5405406
37
D
0
D
Common stock, $0.01 par value per share
2023-03-31
4
J
0
2504897
0
D
0
D
Common stock, $0.01 par value per share
2023-03-31
4
J
0
13522651
0
D
0
I
subsidiary
Common stock, $0.01 par value per share
2023-03-31
4
J
0
275000
0
D
0
D
On March 31, 2023, Reporting Person and Issuer completed the merger of Issuer with and into Reporting Person ("Merger") pursuant to Agreement and Plan of Merger, dated August 10, 2022, between Reporting Person and Issuer (the "Merger Agreement"). In the Merger, each Share owned by Reporting Person was cancelled as of March 31. 2023.
Prior to that date and in connection with the Merger, the Reporting Person (i) contributed 13,522,651 Shares to Star Holdings, a former subsidiary of Reporting Person that was spun off to Reporting Person's stockholders on March 31, 2023; (ii) sold 5,405,406 Shares to a third party purchaser at a price of $37.00 per Share in a previously announced private sale transaction; (iii) terminated all of its performance incentive plans known as "iPIP" and paid amounts due to iPIP participants, including 2,504,897 Shares; and (iv) granted retention awards of 275,000 Shares to certain of Reporting Person's employees. After giving effect to the Merger, the Reporting Person beneficially owns no securities of the Issuer.
The foregoing descriptions of the Merger and the Merger Agreement do not purport to be complete and are qualified entirely by reference to the Merger Agreement, a copy of which is included as an exhibit to Schedule 13D, Amendment No. 26, dated April 4, 2023 filed by the Reporting Person.
/s/ Geoffrey M. Dugan, Secretary
2023-04-03