0001140361-24-032288.txt : 20240702 0001140361-24-032288.hdr.sgml : 20240702 20240702214806 ACCESSION NUMBER: 0001140361-24-032288 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20240628 FILED AS OF DATE: 20240702 DATE AS OF CHANGE: 20240702 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Finney-Cooke Kristin R. CENTRAL INDEX KEY: 0001898724 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39686 FILM NUMBER: 241098114 MAIL ADDRESS: STREET 1: 4582 SOUTH ULSTER STREET STREET 2: SUITE 1700 CITY: DENVER STATE: CO ZIP: 80237 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Apartment Income REIT Corp. CENTRAL INDEX KEY: 0001820877 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] ORGANIZATION NAME: 05 Real Estate & Construction IRS NUMBER: 000000000 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 4582 S. ULSTER STREET, SUITE 1700 CITY: DENVER STATE: CO ZIP: 80237 BUSINESS PHONE: (303) 757-8101 MAIL ADDRESS: STREET 1: 4582 S. ULSTER STREET, SUITE 1700 CITY: DENVER STATE: CO ZIP: 80237 FORMER COMPANY: FORMER CONFORMED NAME: AIMCO-LP, Inc. DATE OF NAME CHANGE: 20200812 4 1 form4.xml FORM 4 X0508 4 2024-06-28 true 0001820877 Apartment Income REIT Corp. AIRC 0001898724 Finney-Cooke Kristin R. 4582 S. ULSTER STREET SUITE 1700 DENVER CO 80237 true false LTIP Units of Apartment Income REIT, L.P. 2024-06-28 4 D 0 12111 D Partnership Common Units 12111 0 D Pursuant to the Seventh Amended and Restated Agreement of Limited Partnership ("Partnership Agreement") of Apartment Income REIT, L.P. ("AIR LP"), a holder of LTIP Units had the right to convert all or a portion of such holder's vested LTIP Units into Partnership Common Units (as such term is defined in the Partnership Agreement). Pursuant to the Partnership Agreement, holders of Partnership Common Units had the right to require AIR LP to redeem such holder's Partnership Common Units, which redemption may have been for Class A Common Stock of Apartment Income REIT Corp. or a cash amount equal to the value of such shares of Class A Common Stock pursuant to the formula set forth in the Partnership Agreement. In connection with the Merger Agreement (as defined below), such LTIP Units are no longer redeemable for Class A Common Stock and now are only redeemable for cash based on the value of AIR LP Partnership Common Units, as determined by an amendment to the Partnership Agreement. On June 28, 2024, the Issuer was acquired by Apex Purchaser LLC, Aries Purchaser LLC and Astro Purchaser LLC (collectively, the "Parent Entities"), pursuant to that certain Agreement and Plan of Merger entered into by and among the Issuer, the Parent Entities and Astro Merger Sub, Inc., a wholly owned subsidiary of the Parent Entities and an affiliate of Blackstone Real Estate Partners X L.P. ("Merger Sub"), dated as of April 7, 2024 (the "Merger Agreement"). Pursuant to the terms of the Merger Agreement, Merger Sub merged with and into the Issuer, with the Issuer surviving such merger as a wholly-owned subsidiary of the Parent Entities (the "Merger"). The LTIP Units are fully vested. The LTIP Units do not expire. /s/ Kristin R. Finney-Cooke 2024-07-02