SEC Form 4 · accession 0001209191-17-014839
INDEPENDENCE REALTY TRUST, INC. · IRT
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Farrell M. Ender
Officer — President
Period of report
Feb 23, 2017
Accepted (ET)
Feb 27, 2017 · 4:58 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001466085
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Feb 23, 2017 | F | 14,681 | — | D | 76,040 | D | |
| Common Stock | Feb 23, 2017 | M | 16,000 | $8.20 | A | 92,040 | D | |
| Common Stock | Feb 23, 2017 | D | 14,108 | $9.30 | D | 77,932 | D | |
| Common Stock | Feb 23, 2017 | F | 907 | $9.30 | D | 77,025 | D | |
| Common Stock | holding | — | — | — | 2,000 | I | By wife |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Appreciation RightF3 | $8.20 | Feb 23, 2017 | M | 16,000 | D | — | Jan 31, 2019 | Common Stock | 16,000 | 0 | D |
Explanation of responses
- F1This forfeiture was undertaken solely to satisfy tax withholding liabilities relating to the vesting of restricted stock awards held by the reporting person. The reporting person made the withholding election on February 23, 2017 with respect to restricted stock that vested on January 31, 2017, February 12, 2017 and February 18, 2017. The aggregate value of the common shares so withheld was based on the closing price of the common shares on the NYSE MKT on the relevant vesting date which was $9.23, $9.29 and $9.30, respectively, and did not exceed the minimum applicable withholding tax rate for federal (including FICA), state, local and other tax liabilities.
- F2The reporting person elected to satisfy the tax withholding obligations of the issuer with respect to the exercise of a portion of the reporting person's stock appreciation rights, which exercise was being settled with shares of common stock of the issuer, by having shares of common stock withheld from the shares of common stock issued in connection with such settlement. The shares of common stock so withheld are being reported herein as a disposition to the issuer. The aggregate value of the shares of common stock so withheld was based on the closing price of the shares of common stock on the NYSE MKT on the relevant settlement date which was $9.30 on February 23, 2017 and did not exceed the minimum applicable withholding tax rate for federal (including FICA), state, local and other tax liabilities.
- F3These stock appreciation rights vested in three equal annual installments beginning on January 31, 2015.