0001283630-22-000178.txt : 20220809
0001283630-22-000178.hdr.sgml : 20220809
20220809164218
ACCESSION NUMBER: 0001283630-22-000178
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20220809
FILED AS OF DATE: 20220809
DATE AS OF CHANGE: 20220809
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Talbot William W.
CENTRAL INDEX KEY: 0001520337
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-32265
FILM NUMBER: 221149033
MAIL ADDRESS:
STREET 1: 12700 HILL COUNTRY BLVD. SUITE T-200
CITY: AUSTIN
STATE: TX
ZIP: 78733
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: AMERICAN CAMPUS COMMUNITIES INC
CENTRAL INDEX KEY: 0001283630
STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798]
IRS NUMBER: 760753089
STATE OF INCORPORATION: MD
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 12700 HILL COUNTRY BOULEVARD
STREET 2: STE T-200
CITY: AUSTIN
STATE: TX
ZIP: 78738
BUSINESS PHONE: 512-732-1000
MAIL ADDRESS:
STREET 1: 12700 HILL COUNTRY BOULEVARD
STREET 2: STE T-200
CITY: AUSTIN
STATE: TX
ZIP: 78738
4
1
wf-form4_166007772000508.xml
FORM 4
X0306
4
2022-08-09
0
0001283630
AMERICAN CAMPUS COMMUNITIES INC
ACC
0001520337
Talbot William W.
C/O AMERICAN CAMPUS COMMUNITIES, INC.
12700 HILL COUNTRY BLVD., SUITE T-200
AUSTIN
TX
78738
0
1
0
0
EVP, Chief Investment Officer
Common stock
8676
I
See footnote
Common stock
2022-08-09
4
D
0
8676
D
0
I
See footnote
Common stock
2022-08-09
4
D
0
175483.19
D
0
D
Common Units of Limited Partnership Interest
2022-08-09
4
D
0
3800
0
D
Common Stock, par value $.01 per share
3800.0
0
D
Reflects transfer of 7,660 shares to a charitable foundation in the reporting person's name, an entity controlled by the reporting person, on May 20, 2022. By reason of the provisions of Rule 16a-1 of the Securities Exchange Act 1934, as amended, the reporting person may be deemed to be the beneficial owner of all of the American Campus Communities, Inc. common stock owned by the charitable foundation, although he disclaims beneficial ownership of those shares, except to the extent of any indirect pecuniary interest therein.
On August 9, 2022, pursuant to the Agreement and Plan of Merger, dated as of April 18, 2022 (as amended from time to time, the "Merger Agreement"), by and among Abacus Parent LLC, Abacus Merger Sub I LLC ("Merger Sub I"), Abacus Merger Sub II LLC ("Merger Sub II"), American Campus Communities, Inc. ("ACC") and American Campus Communities Operating Partnership LP (the "Partnership"), ACC merged with and into Merger Sub I (the "Company Merger"), each share of ACC common stock issued and outstanding immediately prior to the effective time of the Company Merger (other than shares held in ACC's deferred compensation plan) was automatically cancelled and converted into the right to receive an amount in cash equal to $65.47 per share, without interest.
Includes 97,384 shares of unvested restricted stock. Pursuant to the Merger Agreement, each share of unvested restricted common stock granted pursuant to ACC's long-term incentive plans outstanding immediately prior to the effective time of the Company Merger automatically became fully vested and all restrictions and reacquisition rights thereon lapsed. All shares of ACC common stock represented thereby were considered outstanding for all purposes under the Merger Agreement and therefore automatically cancelled and converted into the right to receive an amount in cash equal to $65.47 per share, without interest.
On August 9, 2022, pursuant to the Merger Agreement, Merger Sub II merged with and into the Partnership (the "Partnership Merger") and each limited partnership unit of the Partnership, or fraction thereof, that was issued and outstanding immediately prior to the effective time of the Partnership Merger held by the Reporting Person was automatically cancelled and converted into the right to receive an amount in cash equal to $65.47 per limited partnership unit, without interest.
/s/ Kim K. Voss, Attorney-in-fact
2022-08-09