0001567619-19-022557.txt : 20191203
0001567619-19-022557.hdr.sgml : 20191203
20191203160933
ACCESSION NUMBER: 0001567619-19-022557
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20191202
FILED AS OF DATE: 20191203
DATE AS OF CHANGE: 20191203
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: 191265909
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
doc1.xml
FORM 4
X0306
4
2019-12-02
0
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
1
1
0
0
See Remarks
Paired Shares
2019-12-02
4
A
0
275000
0
A
293870
D
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) 100,000 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 November 22, 2020, November 22, 2021 and November 22, 2022 and (ii) 175,000 of these Restricted Stock Units are scheduled to vest monthly over a two-year period such that 7,000 Restricted Stock Units will vest on the last day of each calendar month beginning on December 31, 2019 and continuing through and including December 31, 2021.
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, 2022.
Mr. Haase is the President and Chief Executive Officer of Extended Stay America, Inc. and ESH Hospitality, Inc.
/s/ Christopher Dekle, Attorney-in-Fact for Bruce N. Haase
2019-12-03