0001104659-22-107261.txt : 20221007 0001104659-22-107261.hdr.sgml : 20221007 20221007213530 ACCESSION NUMBER: 0001104659-22-107261 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20221005 FILED AS OF DATE: 20221007 DATE AS OF CHANGE: 20221007 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Jafarnia Kamal CENTRAL INDEX KEY: 0001568076 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36369 FILM NUMBER: 221301927 MAIL ADDRESS: STREET 1: 7201 REGENCY COURT CITY: PLANO STATE: TX ZIP: 75024 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Bluerock Residential Growth REIT, Inc. CENTRAL INDEX KEY: 0001442626 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 263136483 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 712 FIFTH AVENUE, 9TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: (212) 843-1601 MAIL ADDRESS: STREET 1: 712 FIFTH AVENUE, 9TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 FORMER COMPANY: FORMER CONFORMED NAME: Bluerock Multifamily Growth REIT, Inc. DATE OF NAME CHANGE: 20130313 FORMER COMPANY: FORMER CONFORMED NAME: Bluerock Enhanced Multifamily Trust, Inc. DATE OF NAME CHANGE: 20081209 FORMER COMPANY: FORMER CONFORMED NAME: Bluerock Enhanced Multifamily REIT, Inc. DATE OF NAME CHANGE: 20081028 4 1 tm2227838-4_4seq1.xml OWNERSHIP DOCUMENT X0306 4 2022-10-05 1 0001442626 Bluerock Residential Growth REIT, Inc. BRG 0001568076 Jafarnia Kamal 1345 AVENUE OF THE AMERICAS 32ND FLOOR NEW YORK NY 10105 1 0 0 0 LTIP Units 2022-10-05 4 J 0 20982 D Class A Common Stock 20982 0 D Represents vested long-term incentive plan units ("LTIP Units") in Bluerock Residential Holdings, LP (the "Operating Partnership"), of which Bluerock Residential Growth REIT, Inc. (the "Company") was the general partner until its withdrawal as general partner and the admission of Bluerock Homes Trust, Inc. ("BHM") as substitute general partner on October 5, 2022. Effective October 5, 2022, redemptions of common units ("Common Units") of the Operating Partnership (into which LTIP Units are convertible) were no longer able to be settled by the Operating Partnership in shares of the Company's Class A common stock and became able to be settled in shares of BHM Class A common stock. This Form 4 reports securities disposed of in connection with the transactions contemplated by the Agreement and Plan of Merger (the "Merger Agreement"), dated as of December 20, 2021, by and among the Company, Badger Parent LLC and Badger Merger Sub LLC ("Merger Sub"), a copy of which is filed as Exhibit 2.1 to the Company's Current Report on Form 8-K filed with the Securities and Exchange Commission on December 21, 2021. Pursuant to the Merger Agreement, on October 6, 2022 (the "Effective Time"), the Company merged with and into Merger Sub, with Merger Sub surviving, and the separate existence of the Company ceased. /s/ Christopher J. Vohs, Attorney-in-fact 2022-10-07