0001707178-21-000091.txt : 20211221
0001707178-21-000091.hdr.sgml : 20211221
20211221204550
ACCESSION NUMBER: 0001707178-21-000091
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20211217
FILED AS OF DATE: 20211221
DATE AS OF CHANGE: 20211221
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Cline Keith A.
CENTRAL INDEX KEY: 0001602129
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38168
FILM NUMBER: 211510781
MAIL ADDRESS:
STREET 1: LA QUINTA HOLDINGS INC.
STREET 2: 909 HIDDEN RIDGE, SUITE 600
CITY: IRVING
STATE: TX
ZIP: 75038
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: CorePoint Lodging Inc.
CENTRAL INDEX KEY: 0001707178
STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798]
IRS NUMBER: 821497742
STATE OF INCORPORATION: MD
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 125 E. JOHN CARPENTER FREEWAY
STREET 2: SUITE 1650
CITY: IRVING
STATE: TX
ZIP: 75062
BUSINESS PHONE: 972-893-3199
MAIL ADDRESS:
STREET 1: 125 E. JOHN CARPENTER FREEWAY
STREET 2: SUITE 1650
CITY: IRVING
STATE: TX
ZIP: 75062
FORMER COMPANY:
FORMER CONFORMED NAME: LQ PropCo Inc.
DATE OF NAME CHANGE: 20170519
4
1
wf-form4_164013752063780.xml
FORM 4
X0306
4
2021-12-17
0
0001707178
CorePoint Lodging Inc.
CPLG
0001602129
Cline Keith A.
125 E. JOHN CARPENTER FRWY.
STE. 1650
IRVING
TX
75062
1
1
0
0
President & CEO
Common Stock
2021-12-17
4
M
0
412306
A
1392857
D
Common Stock
2021-12-17
4
A
0
412304
0
A
1805161
D
Common Stock
2021-12-17
4
F
0
324485
15.47
D
1480676
D
Restricted Stock Units
2021-12-17
4
M
0
235603
0
D
Common Stock
412306.0
0
D
In connection with the anticipated transactions contemplated by the Agreement and Plan of Merger whereby the Issuer will be acquired by a joint venture between affiliates of Highgate and Cerberus Capital Management, L.P., the Board of Directors of the Issuer accelerated the payment of certain equity awards granted on March 25, 2020 in connection with certain tax-planning actions to mitigate adverse tax consequences of Section 280G and Section 4999 of the Internal Revenue Code of 1986 (as amended). The accelerated settlement is contingent upon the Reporting Person's agreement to repay accelerated compensation amounts if the Reporting Person voluntarily resigns prior to the earlier of the closing of the merger and the originally scheduled vesting or settlement date (as applicable).
The performance-based restricted stock units granted to the Reporting Person on March 25, 2020 ("PSUs") vested with such vesting determined based on achievement of maximum performance. Of the total award of 471,205 PSUs, 235,603 PSUs subject to vesting based on achievement of certain absolute total shareholder return had previously been reported on a Form 4 filed by the Reporting Person on March 26, 2020, which PSUs were settled into 412,306 shares of Common Stock, and an additional 235,602 PSUs subject to vesting based on achievement of certain relative total shareholder return vested into 412,304 shares of Common Stock.
Each PSU represents a contingent right to receive one share of the Issuer's Common Stock payable in common stock, cash or a combination thereof, subject to adjustment based on the achievement of performance-based vesting criteria.
The shares reported were withheld from the shares deliverable upon vesting of the PSUs to satisfy tax withholding requirements.
These PSUs were scheduled to vest based on the Issuer's absolute total shareholder return over a three-year performance period beginning on March 25, 2020 and ending on the third anniversary thereof, subject to accelerated vesting upon certain events. The number of PSUs reported represents the target number awarded on the grant date. The number that would be received upon vesting, if any, may vary from 0% to 175% of the target number shown.
/s/ Mark M. Chloupek, as Attorney-in-fact
2021-12-21