SEC Form 4 · accession 0001140361-15-023609
Extended Stay America, Inc. · STAY
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Richard F Wallman
Director
Period of report
Jun 5, 2015
Accepted (ET)
Jun 9, 2015 · 1:31 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001581164
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Paired SharesF1 | Jun 5, 2015 | A | 8,811 | $0.00 | A | 92,234 | D | |
| Paired SharesF1,F4 | holding | — | — | — | 72,305 | I | See footnote |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Each Paired Share is comprised of one share of common stock, par value $0.01 per share, of Extended Stay America, Inc. and one share of Class B common stock, par value $0.01 per share, of ESH Hospitality, Inc., which shares are paired and traded as a single unit.
- F2The reported transaction is an award of Restricted Stock Units in respect of Paired Shares. A Form 4 reflecting the transaction in Paired Shares by the reporting person shown on this Form 4 has been concurrently filed with respect to ESH Hospitality, Inc. as issuer. Of the 8,811 Paired Shares acquired in the reported transaction, 5,035 were granted to the reporting person under the Amended and Restated Extended Stay America, Inc. Long-Term Incentive Plan and 3,776 were granted to the reporting person under the Amended and Restated ESH Hospitality, Inc. Long-Term Incentive Plan. (continued in Footnote 3)
- F3(continued from Footnote 2) Subject to the reporting person's continued service as a director to the issuer through the applicable vesting date, these Restricted Stock Units are scheduled to vest annually over a three-year period such that one-third of the Restricted Stock Units will vest on each of June 5, 2016, June 5, 2017 and June 5, 2018. Vested Restricted Stock Units will be settled in Paired Shares on March 15th next following the applicable vesting date.
- F4Mr. Wallman holds these Paired Shares through the Richard F. Wallman IRA, an individual retirement account for which he is a fiduciary.