SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Emery Rodney F

(Last) (First) (Middle)
18100 VON KARMAN AVENUE, SUITE 500

(Street)
IRVINE CA 92612

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Steadfast Apartment REIT, Inc. [ NONE ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Executive Officer
3. Date of Earliest Transaction (Month/Day/Year)
05/20/2020
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 05/20/2020 J(1) 171,585 A $15.23 246,544 I Steadfast Apartment Advisor, LLC
Common Stock 26,687 I Steadfast REIT Investments, LLC(2)
Common Stock 289,746 I Steadfast Income Advisor, LLC(3)
Common Stock 11,440 I Steadfast Apartment REIT III, LLC(4)
Common Stock 45,781 D
Common Stock 9,533 I By spouse(5)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
1. Steadfast Apartment Advisor, LLC, the issuer's external advisor ("STAR Advisor"), receives a monthly investment management fee that is paid 50% in shares of common stock of the issuer and 50% in cash. The share grant issued above is for the months of March and April 2020. STAR Advisor is owned by Steadfast REIT Investments, LLC ("SRI") (discussed below), which is indirectly majority owned and controlled by the reporting person. The reporting person may be deemed to beneficially own the shares held by STAR Advisor, but the reporting person disclaims beneficial ownership of such shares except to the extent of the reporting person's pecuniary interest in them.
2. These shares are held directly by SRI. The reporting person may be deemed to beneficially own the shares held by SRI, but the reporting person disclaims beneficial ownership of such shares except to the extent of the reporting person's pecuniary interest therein. Number of shares indicated in Item 5 does not includes shares directly held by STAR Advisor, SIR Advisor and STAR III Advisor (each as defined herein).
3. These shares are held directly by Steadfast Income Advisor, LLC ("SIR Advisor"), which is owned by SRI. The reporting person may be deemed to beneficially own the shares held by SIR Advisor, but the reporting person disclaims beneficial ownership of such shares except to the extent of the reporting person's pecuniary interest in them.
4. These shares are held directly by Steadfast Apartment Advisor III, LLC ("STAR III Advisor"), which is owed by SRI. The reporting person may be deemed to beneficially own the shares held by STAR III Advisor, but the reporting person disclaims beneficial ownership of such shares except to the extent of the reporting person's pecuniary interest in them.
5. These shares are held directly by reporting person's spouse. The reporting person may be deemed to beneficially own the shares held by his spouse, but the reporting person disclaims beneficial ownership of such shares expect to the extent of the reporting person's pecuniary interest in them.
Remarks:
/s/ Rodney F. Emery 05/21/2020
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.