0001104659-21-122623.txt : 20211004
0001104659-21-122623.hdr.sgml : 20211004
20211004185730
ACCESSION NUMBER: 0001104659-21-122623
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20210930
FILED AS OF DATE: 20211004
DATE AS OF CHANGE: 20211004
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: PORTNOY ADAM D.
CENTRAL INDEX KEY: 0001273871
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34383
FILM NUMBER: 211304550
MAIL ADDRESS:
STREET 1: C/O THE RMR GROUP LLC
STREET 2: TWO NEWTON PL., 255 WASH. ST., STE. 300
CITY: NEWTON
STATE: MA
ZIP: 02458
FORMER NAME:
FORMER CONFORMED NAME: PORTNOY ADAM D
DATE OF NAME CHANGE: 20160607
FORMER NAME:
FORMER CONFORMED NAME: PORTNOY ADAM
DATE OF NAME CHANGE: 20031218
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Seven Hills Realty Trust
CENTRAL INDEX KEY: 0001452477
STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798]
IRS NUMBER: 000000000
STATE OF INCORPORATION: MD
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: TWO NEWTON PLACE
STREET 2: 255 WASHINGTON STREET, SUITE 300
CITY: NEWTON
STATE: MA
ZIP: 02458
BUSINESS PHONE: 617-332-9530
MAIL ADDRESS:
STREET 1: TWO NEWTON PLACE
STREET 2: 255 WASHINGTON STREET, SUITE 300
CITY: NEWTON
STATE: MA
ZIP: 02458
FORMER COMPANY:
FORMER CONFORMED NAME: RMR Mortgage Trust
DATE OF NAME CHANGE: 20200730
FORMER COMPANY:
FORMER CONFORMED NAME: RMR Real Estate Income Fund
DATE OF NAME CHANGE: 20120123
FORMER COMPANY:
FORMER CONFORMED NAME: RMR Asia Pacific Real Estate Fund
DATE OF NAME CHANGE: 20090616
4
1
tm2129015-4_4seq1.xml
OWNERSHIP DOCUMENT
X0306
4
2021-09-30
0
0001452477
Seven Hills Realty Trust
NASDAQSEVN
0001273871
PORTNOY ADAM D.
TWO NEWTON PLACE,
255 WASHINGTON STREET SUITE 300
NEWTON
MA
02458
1
0
0
0
Common Shares of Beneficial Interest
2021-09-30
4
A
0
6966
0
A
172426
D
Common Shares of Beneficial Interest
2021-09-30
4
A
0
825651
0
A
902821
I
See Footnote
Common Shares of Beneficial Interest
2021-10-01
4
A
0
3000
A
175426
D
Acquired pursuant to that certain Agreement and Plan of Merger (the "Merger Agreement"), dated as of April 26, 2021, by and between the Issuer (f/k/a RMR Mortgage Trust) and Tremont Mortgage Trust ("TRMT") in exchange for 13,500 TRMT common shares of beneficial interest having a market value of $5.22 per share on the effective date of the merger of TRMT with and into the Issuer, based on the closing price of TRMT's common shares of beneficial interest on such effective date.
Acquired pursuant to the Merger Agreement in exchange for 1,600,100 TRMT common shares of beneficial interest having a market value of $5.22 per share on the effective date of the merger of TRMT with and into the Issuer, based on the closing price of TRMT's common shares of beneficial interest on such effective date.
77,170 shares are held by ABP Trust, which includes 2,087 shares acquired under the Issuer's dividend reinvestment plan since July 20, 2021. Mr. Portnoy is a holder of shares of beneficial interest in, and the sole trustee of, ABP Trust. Mr. Portnoy may be deemed to be a beneficial owner of the shares owned directly by ABP Trust, but Mr. Portnoy disclaims such beneficial ownership except to the extent of his pecuniary interest therein. 825,651 shares are held by Tremont Realty Capital LLC ("TRC"). TRC is a direct wholly owned subsidiary of The RMR Group LLC ("RMR LLC"), which is a direct majority owned subsidiary of The RMR Group Inc. ("RMR Inc."), of which Mr. Portnoy is a managing director and controlling shareholder through ABP Trust.
Mr. Portnoy is also a beneficial owner and a director of TRC. ABP Trust, RMR Inc., RMR LLC and Mr. Portnoy may be deemed to beneficially own the shares owned directly by TRC, but Mr. Portnoy disclaims such beneficial ownership except to the extent of his pecuniary interest therein.
Transaction reported is grant of shares pursuant to the Issuer's equity compensation plan.
/s/ Adam D. Portnoy
2021-10-04