0001104659-21-152783.txt : 20211222 0001104659-21-152783.hdr.sgml : 20211222 20211222192542 ACCESSION NUMBER: 0001104659-21-152783 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20211222 FILED AS OF DATE: 20211222 DATE AS OF CHANGE: 20211222 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: WINTERMANTEL THOMAS G CENTRAL INDEX KEY: 0001205799 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-11929 FILM NUMBER: 211514444 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: DOVER MOTORSPORTS INC CENTRAL INDEX KEY: 0001017673 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-AMUSEMENT & RECREATION SERVICES [7900] IRS NUMBER: 510357525 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1131 N DUPONT HWY CITY: DOVER STATE: DE ZIP: 19901 BUSINESS PHONE: 3026744600 MAIL ADDRESS: STREET 1: P O BOX 843 CITY: DOVER STATE: DE ZIP: 19903 FORMER COMPANY: FORMER CONFORMED NAME: DOVER DOWNS ENTERTAINMENT INC DATE OF NAME CHANGE: 19960627 4 1 tm2136128-9_4seq1.xml OWNERSHIP DOCUMENT X0306 4 2021-12-22 1 0001017673 DOVER MOTORSPORTS INC DVD 0001205799 WINTERMANTEL THOMAS G 1131 N. DUPONT HIGHWAY DOVER DE 19901 0 1 0 0 VP, TREASURER & SECRETARY Common Stock, $.10 par value 2021-12-22 4 U 0 145077 3.61 D 0 D Common Stock, $.10 par value 2021-12-22 4 U 0 3050 3.61 D 0 I Children Pursuant to the Agreement and Plan of Merger, dated as of November 8, 2021, by and among Dover Motorsports, Inc. ("Issuer"), Speedway Motorsports, LLC and Speedco II, Inc. ("Purchaser") ("Merger Agreement"), on December 22, 2021, Purchaser merged with and into Issuer, with Issuer continuing as the surviving corporation ("Merger"). At the effective time of the Merger, each share of Issuer's common stock was cancelled in exchange for $3.61 in cash ("Cash Amount"). Pursuant to the Merger Agreement, these shares were tendered and disposed of at the offer acceptance time in exchange to receive the Cash Amount. Out of the total amount in Column 4, 32,000 represent shares of restricted stock that were granted under the Company's Incentive Stock Plan. Pursuant to the Merger Agreement, the restricted stock granted under the Company's Incentive Stock Plan vest immediately before the effective time of the Merger and become cancelled and converted into the right to receive the Cash Amount multiplied by the aggregate number of shares of Common Stock held under the Company's Incentive Stock Plan immediately before the effective time. Pursuant to the Merger Agreement, these shares were tendered and disposed of at the offer acceptance time in exchange to receive the Cash Amount. By: /s/ Thomas Wintermantel 2021-12-22