0000899243-21-003957.txt : 20210201 0000899243-21-003957.hdr.sgml : 20210201 20210201211047 ACCESSION NUMBER: 0000899243-21-003957 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210128 FILED AS OF DATE: 20210201 DATE AS OF CHANGE: 20210201 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Saltzman Steven R. CENTRAL INDEX KEY: 0001518172 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-54369 FILM NUMBER: 21578647 MAIL ADDRESS: STREET 1: C/O RESOURCE AMERICA, INC. STREET 2: 1845 WALNUT STREET, 18TH FLOOR CITY: PHILADELPHIA STATE: PA ZIP: 19103 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Resource Real Estate Opportunity REIT, Inc. CENTRAL INDEX KEY: 0001466225 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 000000000 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1845 WALNUT STREET STREET 2: 17TH FLOOR CITY: PHILADELPHIA STATE: PA ZIP: 19103 BUSINESS PHONE: 215-231-7050 MAIL ADDRESS: STREET 1: 1845 WALNUT STREET STREET 2: 17TH FLOOR CITY: PHILADELPHIA STATE: PA ZIP: 19103 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2021-01-28 0 0001466225 Resource Real Estate Opportunity REIT, Inc. N/A 0001518172 Saltzman Steven R. 1845 WALNUT STREET, 17TH FLOOR PHILADELPHIA PA 19103 0 1 0 0 See Remarks Common Stock 2021-01-28 4 D 0 278 D 0 D Common Stock 2021-01-28 4 D 0 27372 0.00 D 0 D Convertible Stock 2021-01-28 4 D 0 804 D Common Stock 804 0 D Reflects the disposition of shares of the Issuer's common stock in connection with the merger (the "Merger") of the Issuer with and into Revolution I Merger Sub, LLC, an indirect subsidiary of Resource REIT, Inc. ("Resource REIT"). In the Merger, each share of the Issuer's common stock, par value $0.01 per share ("REIT I Common Stock"), was converted into the right to receive 1.22423 shares of common stock of Resource REIT ("Resource REIT Common Stock"), par value $0.01 per share. There is no established market for shares of Resource REIT Common Stock or shares of REIT I Common Stock. On March 19, 2020, the board of directors of Resource REIT approved an estimated value per share of Resource REIT Common Stock of $9.08. (Continued from footnote 1) On March 19, 2020, the board of directors of the Issuer approved an estimated value per share of REIT I Common Stock of $11.10. For a full description of the methodologies used to calculate Resource REIT and the Issuer's respective estimated value per share as of December 31, 2019, see Part II, Item 5, "Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities - Market Information" of each company's respective Annual Report on Form 10-K for the year ended December 31, 2019 filed with the U.S. Securities and Exchange Commission (the "SEC") on March 20, 2020. Reflects the disposition of restricted stock granted under the Issuer's 2020 Long-Term Incentive Plan (the "2020 LTIP") in connection with the Merger. The 2020 LTIP and the outstanding restricted stock awarded thereunder were assumed and continued by Resource REIT at the effective time of the Merger. The outstanding restricted stock awards under the 2020 LTIP were adjusted to be awards with respect to Resource REIT Common Stock. Restricted stock awarded under the 2020 LTIP vest in two tranches - 40% of the total number of shares vested upon the consummation of the Merger and 60% of the total number of shares will vest upon a liquidity event so long as the reporting person remains continuously employed through such vesting date. The vesting of shares awarded to the Reporting Person under the 2020 LTIP in connection with the Merger is reported on the Reporting Person's Form 4 for Resource REIT filed with the SEC on February 1, 2021. Reflects the disposition of shares of the Issuer's convertible stock in connection with the Merger. In the Merger, each share of the Issuer's convertible stock, par value $0.01 per share, was converted into the right to receive $0.02 in cash (without interest). Chief Accounting Officer and Vice President /s/ Shelle Weisbaum, Attorney-in-fact 2021-02-01