SEC Form 4 · accession 0001347523-15-000044
Landmark Apartment Trust, Inc.
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Michael Salkind
Director
Period of report
Oct 20, 2015
Accepted (ET)
Oct 22, 2015 · 4:15 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001347523
Table I — non-derivative securities
No Table I lines on this filing.
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Operating Partnership UnitsF1,F2,F4,F3 | — | Oct 20, 2015 | J | 39,307 | D | — | — | Common Stock | 39,307 | 2,106,794 | I |
| Operating Partnership UnitsF2,F4,F1,F3 | — | Oct 20, 2015 | J | 39,307 | A | — | — | Common Stock | 39,307 | 4,386,627 | I |
Explanation of responses
- F1The operating partnership units ("OP Units") represent units of limited partnership interests in Landmark Apartment Trust of America Holdings, LP, of which the issuer is the general partner (the "Operating Partnership"). The OP Units have the rights and preferences as set forth in the partnership agreement of the Operating Partnership, as amended (the "Partnership Agreement"), and do, following a 12-month holding period, become redeemable, subject to certain limitations, in exchange for either (i) shares of common stock of the issuer on a one-for-one basis or (ii) a cash amount equal to the product of (A) the number of redeemed OP Units, multiplied by (B) the "cash amount" (as defined in the Partnership Agreement).
- F2Elco Landmark Residential Holdings II LLC ("ELRH II") effectuated an assignment of 39,307 OP Units to Elco LR OPT II REIT LP, an affiliate of ELRH II on July ___, 2013 that was not formalized in the transfer agent's records until October 20, 2015. The reporting person has a pecuniary interest in each of the assignor and the assignee.
- F3The OP Units do not have an expiration date.
- F4The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interests therein, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.