0000895345-21-000604.txt : 20210621 0000895345-21-000604.hdr.sgml : 20210621 20210621172622 ACCESSION NUMBER: 0000895345-21-000604 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210513 FILED AS OF DATE: 20210621 DATE AS OF CHANGE: 20210621 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: WALLMAN RICHARD F CENTRAL INDEX KEY: 0001198092 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36190 FILM NUMBER: 211032038 MAIL ADDRESS: STREET 1: HONEYWELL STREET 2: 101 COLUMBIA ROAD CITY: MORRISTOWN STATE: NJ ZIP: 07962 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Extended Stay America, Inc. CENTRAL INDEX KEY: 0001581164 STANDARD INDUSTRIAL CLASSIFICATION: HOTELS & MOTELS [7011] IRS NUMBER: 463140312 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 11525 N. COMMUNITY HOUSE ROAD, SUITE 100 CITY: CHARLOTTE STATE: NC ZIP: 28277 BUSINESS PHONE: (980) 345-1600 MAIL ADDRESS: STREET 1: 11525 N. COMMUNITY HOUSE ROAD, SUITE 100 CITY: CHARLOTTE STATE: NC ZIP: 28277 4 1 form4.xml X0306 4 2021-05-13 true 0001581164 Extended Stay America, Inc. STAY 0001198092 WALLMAN RICHARD F C/O EXTENDED STAY AMERICA, INC. 11525 N. COMMUNITY HOUSE ROAD, SUITE 100 CHARLOTTE NC 28277 true Paired Shares 2021-05-13 4 D 0 139116 0 D 8968 D Paired Shares 2021-06-16 4 D 0 8968 18.75 D 0 D Paired Shares 2021-06-16 4 D 0 60005 18.75 D 0 I See footnote Paired Shares 2021-06-16 4 D 0 9800 18.75 D 0 I See footnote Paired Shares 2021-06-16 4 D 0 13800 18.75 D 0 I SpouseIRA Paired Shares 2021-06-16 4 D 0 18200 18.75 D 0 I SpouseSEP 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. This Form 4 is being filed in connection with the merger ("Merger") of a wholly-owned subsidiary of Eagle Parent Holdings L.P. ("Eagle") with and into the Issuer, pursuant to the terms of the certain Agreement and Plan of Merger, dated as of March 14, 2021 (the "Merger Agreement"), between the Issuer and Eagle. The Merger closed on June 16, 2021. The reported transaction is a bona fide gift of Paired Shares to the Wallman Family Fund, a Fidelity Charitable donor-advised fund. This is not a market transaction, thus no price has been reported. No value was received for the gifted shares. Each Paired Share held directly or indirectly by the reporting person at the effective time of the Merger was disposed of for $18.75 in cash, pursuant to the terms of the Merger Agreement. This price does not include the special dividend of $1.75 per Paired Share that the reporting person has the right to receive in connection with the consummation of the Merger. These Paired Shares are held through the Richard F. Wallman IRA, an individual retirement account for which he is a fiduciary. These Paired Shares are held through the Richard F. Wallman SEP, an individual retirement account for which he is a fiduciary. /s/ Christopher Dekle, Attorney-in-Fact for Richard F. Wallman 2021-06-21