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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
GEOGA DOUGLAS GERARD C/O EXTENDED STAY AMERICA, INC. 11525 N. COMMUNITY HOUSE ROAD, SUITE 100 CHARLOTTE, NC 28277 |
X |
/s/ Christopher Dekle, Attorney-in-Fact for Douglas Gerard Geoga | 05/17/2018 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | Each 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. |
(2) | The 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. |
(3) | Vested 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). |
(4) | Mr. 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. |