SEC Form 4 · accession 0001104659-16-129079
TIER REIT INC · TIER
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
George Ronald Witten
Director
Period of report
Jun 22, 2016
Accepted (ET)
Jun 23, 2016 · 4:50 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001176373
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Jun 22, 2016 | A | 3,316 | $0.00 | A | 11,645 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Consists of restricted stock units that vest on July 23, 2017. Following the vesting of the restricted stock units, the Reporting Person will be issued common stock upon the earliest to occur of the following: (i) the Reporting Person's "separation from service" from the Issuer (within the meaning of Section 409A of the Internal Revenue Code of 1986, as amended, and the regulations issued thereunder) for any reason other than Cause (as defined in the Restricted Stock Unit Award Agreement with respect to the grant of restricted stock units); (ii) a Sale Event (as defined in the Issuer's 2015 Equity Incentive Plan) of the Issuer which also constitutes a "change in control event" within the meaning of Treasury Regulation Section 1.409A-3(i)(5); (iii) the Reporting Person's death; and
- F2(iv) July 23, 2017, upon which 50% of the common stock will be issued, and July 23, 2018, upon which the remaining 50% of the common stock will be issued, provided, however, that following the issuance on July 23, 2017, the remaining 50% will be issued immediately upon the occurrence of any of the foregoing events set forth in (i), (ii) or (iii) prior to July 23, 2018.