SEC Form 4 · accession 0001140361-18-024436
Extended Stay America, Inc. · STAY
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Douglas Gerard Geoga
Director
Period of report
May 15, 2018
Accepted (ET)
May 17, 2018 · 4:31 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 | May 15, 2018 | A | 7,550 | $0.00 | A | 146,976 | D | |
| Paired SharesF1,F4 | holding | — | — | — | 353,276 | 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 7,550 Paired Shares acquired in the reported transaction, 3,775 were granted to the reporting person under the Amended and Restated Extended Stay America, Inc. Long-Term Incentive Plan and 3,775 were granted to the reporting person under the Amended and Restated ESH Hospitality, Inc. Long-Term Incentive Plan. Subject to the reporting person's continued service as a director of the issuer through the vesting date, these Restricted Stock Units are scheduled to vest in full on May 15, 2019.
- F3Vested Restricted Stock Units will be settled in Paired Shares on the September 15th next following the vesting date (or, in any year when the 15th of September falls on a non-business day, the business day immediately prior to such date).
- F4Mr. Geoga beneficially owns these Paired Shares indirectly through the Douglas Geoga Family Dynasty Trust. Mr. Geoga's wife serves as the trustee of the Douglas Geoga Family Dynasty Trust and she and Mr. Geoga's children are the beneficiaries of the trust.