0000899243-21-041310.txt : 20211022 0000899243-21-041310.hdr.sgml : 20211022 20211022173603 ACCESSION NUMBER: 0000899243-21-041310 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20211022 FILED AS OF DATE: 20211022 DATE AS OF CHANGE: 20211022 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SARGEANT THOMAS J CENTRAL INDEX KEY: 0001219706 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35481 FILM NUMBER: 211341623 MAIL ADDRESS: STREET 1: RETAIL PROPERTIES OF AMERICA, INC. STREET 2: 2021 SPRING ROAD, SUITE 200 CITY: OAK BROOK STATE: IL ZIP: 60523 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: RETAIL PROPERTIES OF AMERICA, INC. CENTRAL INDEX KEY: 0001222840 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 421579325 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: C/O RETAIL PROPERTIES OF AMERICA, INC. STREET 2: 2021 SPRING ROAD, SUITE 200 CITY: OAK BROOK STATE: IL ZIP: 60523 BUSINESS PHONE: 630 634-4200 MAIL ADDRESS: STREET 1: 2021 SPRING ROAD, SUITE 200 CITY: OAK BROOK STATE: IL ZIP: 60523 FORMER COMPANY: FORMER CONFORMED NAME: INLAND WESTERN RETAIL REAL ESTATE TRUST INC DATE OF NAME CHANGE: 20030313 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2021-10-22 1 0001222840 RETAIL PROPERTIES OF AMERICA, INC. RPAI 0001219706 SARGEANT THOMAS J 2021 SPRING ROAD, SUITE 200 OAK BROOK IL 60523 1 0 0 0 Class A Common Stock 2021-10-22 4 D 0 99604 D 0 D This Form 4 reports securities disposed of pursuant to the terms of the Agreement and Plan of Merger (the "Merger Agreement"), dated as of July 18, 2021, by and among Retail Properties of America, Inc. (the "Company"), Kite Realty Group Trust ("Kite"), and KRG Oak, LLC, a wholly owned subsidiary of Kite ("Merger Sub"), pursuant to which the Company merged with and into Merger Sub (the "Merger") on October 22, 2021. Pursuant to the Merger Agreement, each issued and outstanding share of Class A common stock, $0.001 par value per share, of the Company ("Company Common Stock"), held by the reporting person was automatically converted into the right to receive 0.623 common shares of beneficial interest, $0.01 par value per share, of Kite ("Kite Common Shares"), subject to any adjustment, without interest, plus the right, if any, to receive cash in lieu of any fractional Kite Common Shares into which such shares of Company Common Stock would have been converted. (Continued from Footnote 1) On October 21, 2021, the closing price of Company Common Stock was $13.18 per share and the closing price of Kite Common Shares was $21.10 per share. Pursuant to the Merger Agreement, as of immediately prior to the effective time of the Merger, each outstanding share of restricted stock held by the reporting person automatically became fully vested and all restrictions with respect thereto lapsed. /s/ Ann M. Hult, Attorney-in-Fact 2021-10-22