0000895345-21-000117.txt : 20210209 0000895345-21-000117.hdr.sgml : 20210209 20210209171616 ACCESSION NUMBER: 0000895345-21-000117 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210208 FILED AS OF DATE: 20210209 DATE AS OF CHANGE: 20210209 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: HAASE BRUCE N CENTRAL INDEX KEY: 0001127738 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36190 FILM NUMBER: 21607851 MAIL ADDRESS: STREET 1: C/O CHOICE HOTELS INTERNATIONAL INC STREET 2: 10750 COLUMBIA PIKE CITY: SILVER SPRING STATE: MD ZIP: 20901 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Extended Stay America, Inc. CENTRAL INDEX KEY: 0001581164 STANDARD INDUSTRIAL CLASSIFICATION: HOTELS & MOTELS [7011] IRS NUMBER: 463140312 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 11525 N. COMMUNITY HOUSE ROAD, SUITE 100 CITY: CHARLOTTE STATE: NC ZIP: 28277 BUSINESS PHONE: (980) 345-1600 MAIL ADDRESS: STREET 1: 11525 N. COMMUNITY HOUSE ROAD, SUITE 100 CITY: CHARLOTTE STATE: NC ZIP: 28277 4 1 form4.xml X0306 4 2021-02-08 0001581164 Extended Stay America, Inc. STAY 0001127738 HAASE BRUCE N C/O EXTENDED STAY AMERICA, INC. 11525 N. COMMUNITY HOUSE ROAD, SUITE 100 CHARLOTTE NC 28277 true Paired Shares 2021-02-08 4 A 0 165996 0 A 460733 D Paired Shares 57500 I See Footnote Each Paired Share is comprised of one share of common stock, par value $0.01 per share, of Extended Stay America, Inc. and one share of Class B common stock, par value $0.01 per share, of ESH Hospitality, Inc., which shares are paired and traded as a single unit. A Form 4 reflecting the transactions in Paired Shares by the reporting person shown on this Form 4 has been concurrently filed with respect to ESH Hospitality, Inc. as issuer. The reported transaction is an award of Restricted Stock Units in respect of Paired Shares. Subject to the reporting person's continued employment through the applicable vesting date, (i) 50,000 of these Restricted Stock Units are scheduled to vest annually over a three-year period such that one-third of such Restricted Stock Units will vest on each of February 8, 2022, February 8, 2023 and February 8, 2024 and (ii) 115,996 of these Restricted Stock Units are scheduled to vest in respect of (x) 1,333 Paired Shares on the last day of each calendar month for the period beginning on January 1, 2021 and ending on December 31, 2021 and (y) 8,333 Paired Shares on the last day of each calendar month for the period beginning on January 1, 2022 and ending on December 31, 2022. With respect to Restricted Stock Units scheduled to vest as described in clause (i) of footnote 2 to this Form 4, vested Restricted Stock Units will be settled in Paired Shares on the March 15th next following the applicable vesting date (or, in any year when the 15th of March falls on a non-business day, the business day immediately prior to such date). With respect to Restricted Stock Units scheduled to vest as described in clause (ii) of footnote 2 to this Form 4, vested Restricted Stock Units will be settled in Paired Shares upon the earliest of (i) the termination of the reporting person's employment for any reason, (ii) a Change in Control (as defined in the Amended and Restated Extended Stay America, Inc. Long-Term Incentive Plan), but only if such Change in Control constitutes a "change in the ownership or effective control of" or a "change in ownership of a substantial portion of the assets of" Extended Stay America, Inc. within the meaning of Section 409A of the Internal Revenue Code or (iii) March 15, 2023. These Paired Shares are held through the Bruce Nelson Haase Charles Schwab & Co. Inc. Cust IRA Rollover, an individual retirement account for which the reporting person is a fiduciary. /s/ Christopher Dekle, Attorney-in-Fact for Bruce N. Haase 2021-02-09