0001209191-22-030440.txt : 20220519
0001209191-22-030440.hdr.sgml : 20220519
20220519142639
ACCESSION NUMBER: 0001209191-22-030440
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20220519
FILED AS OF DATE: 20220519
DATE AS OF CHANGE: 20220519
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: 000-55430
FILM NUMBER: 22942206
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 REIT, Inc.
CENTRAL INDEX KEY: 0001559484
STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798]
IRS NUMBER: 000000000
STATE OF INCORPORATION: MD
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: C/O RESOURCE AMERICA, INC.
STREET 2: 1845 WALNUT STREET, 18TH FLOOR
CITY: PHILADELPHIA
STATE: PA
ZIP: 19103
BUSINESS PHONE: 2158324187
MAIL ADDRESS:
STREET 1: C/O RESOURCE AMERICA, INC.
STREET 2: 1845 WALNUT STREET, 18TH FLOOR
CITY: PHILADELPHIA
STATE: PA
ZIP: 19103
FORMER COMPANY:
FORMER CONFORMED NAME: Resource Real Estate Opportunity REIT II, Inc.
DATE OF NAME CHANGE: 20121002
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2022-05-19
1
0001559484
Resource REIT, Inc.
N/A
0001518172
Saltzman Steven R.
1845 WALNUT STREET
17TH FLOOR
PHILADELPHIA
PA
19103
0
1
0
0
See Remarks
Common Stock
2022-05-19
4
A
0
30027
A
60778
D
Common Stock
2022-05-19
4
D
0
60778
D
0
D
Convertible Stock
2022-05-19
4
D
0
600
D
0
D
Represents vesting of each outstanding share of unvested performance-based restricted common stock of Resource REIT, Inc. (the "Company") granted pursuant to the Company's 2020 Long-Term Incentive Plan immediately prior to the effective time of the merger (the "Effective Time"), at target-level achievement in accordance with the terms of the Agreement and Plan of Merger, dated as of January 23, 2022 (the "Merger Agreement"), by and among the Company, Rapids Parent LLC and Rapids Merger Sub LLC.
Pursuant to the Merger Agreement, at the Effective Time, (i) each outstanding share of common stock, par value $0.01 per share, of the Company ("Common Stock"), was automatically cancelled and converted into the right to receive an amount in cash equal to $14.75 per share, without interest (the "Common Stock Consideration") and (ii) each outstanding share of unvested time-vested restricted Common Stock granted pursuant to the Company's 2020 Long-Term Incentive Plan automatically vested and all restrictions and reacquisition rights thereon lapsed and had the right to receive the Common Stock Consideration, less any applicable withholding taxes, plus the amount of all accrued and unpaid cash dividends up to and including the Effective Time in accordance with the terms of the applicable award agreement.
Pursuant to the Merger Agreement, at the Effective Time, each share of convertible stock, par value $0.01 per share of the Company issued and outstanding immediately prior to the Effective Time, was automatically cancelled and converted into the right to receive, in accordance with the terms of the Merger Agreement, an amount in cash, without interest, equal to $1,846.76 per share.
Chief Accounting Officer and Vice President
/s/ Michele Weisbaum, Attorney-in-fact
2022-05-19