SEC Form 4 · accession 0001144204-19-012796
Chiron Real Estate Inc. · XRN
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Robert J Kiernan
Officer — Chief Financial Officer
Period of report
Mar 5, 2019
Accepted (ET)
Mar 7, 2019 · 5:04 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001533615
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 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| LTIP Unit (Right to Buy)F1,F3,F2 | — | Mar 5, 2019 | A | 13,275 | A | — | — | Common Stock | 13,275 | 50,670 | D |
| LTIP Unit (Right to Buy)F4,F2 | — | Mar 5, 2019 | A | 6,356 | A | — | — | Common Stock | 6,356 | 57,026 | D |
| LTIP Unit (Right to Buy)F5,F2 | — | Mar 5, 2019 | A | 3,250 | A | — | — | Common Stock | 3,250 | 60,276 | D |
Explanation of responses
- F1Represents units of limited partnership interest ("LTIP Units") in Global Medical REIT L.P. (the "OP"), the operating partnership of the Issuer. The Issuer's Board of Directors determined on March 5, 2019 that 50% of the LTIP Units vested and became nonforfeitable as a result of meeting certain market based performance criteria as of December 31, 2018 and 50% of the LTIP Units will vest on March 5, 2020, pursuant to the grant award agreement stipulations. The performance-based LTIP Units were issued pursuant to the Issuer's 2016 Equity Incentive Plan and have no expiration date.
- F2As described in the OP's partnership agreement, vested LTIP Units may be exchanged at any time after the first anniversary of the grant date (so long as capital parity has been achieved) for cash or, at the election of the Issuer, for shares of Common Stock on a one-for-one basis. LTIP Units have no expiration date.
- F3Awarded pursuant to an LTIP Unit performance-based vesting agreement, the form of which was filed as Exhibit 99.3 to the Issuer's Current Report on Form 8-K filed on April 12, 2018.
- F4LTIP Units vest in equal one-third installments on March 5 of 2020, 2021 and 2022. The LTIP Units were issued pursuant to the Issuer's 2016 Equity Incentive Plan and have no expiration date.
- F550% of the LTIP Units vested at issuance and the remaining will vest on March 5, 2020 pursuant to the grant award agreement stipulations.