0000895345-21-000605.txt : 20210621 0000895345-21-000605.hdr.sgml : 20210621 20210621172852 ACCESSION NUMBER: 0000895345-21-000605 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20200206 FILED AS OF DATE: 20210621 DATE AS OF CHANGE: 20210621 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Weissman Howard J CENTRAL INDEX KEY: 0001500343 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36190 FILM NUMBER: 211032074 MAIL ADDRESS: STREET 1: 2100 REXFORD ROAD STREET 2: SUITE 414 CITY: CHARLOTTE STATE: NC ZIP: 28211 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 2020-02-06 true 0001581164 Extended Stay America, Inc. STAY 0001500343 Weissman Howard J C/O EXTENDED STAY AMERICA, INC. 11525 N. COMMUNITY HOUSE ROAD, SUITE 100 CHARLOTTE NC 28277 true See Remarks Paired Shares 2020-02-06 4 A 0 2924 0 A 43125 D Paired Shares 2021-06-16 4 A 0 14047 0 A 57172 D Paired Shares 2021-06-16 4 D 0 57172 18.75 D 0 D 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. A Form 4 reflecting the transactions in Paired Shares by the reporting person shown on this Form 4 has been concurrently filed with respect to ESH Hospitality, Inc. as issuer. 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 an award of Restricted Stock Units in respect of Paired Shares that was inadvertently not reported. One-thirds of the Paired Shares underlying the Restricted Stock Units vested on February 6, 2021 and settled in Paired Shares on March 15, 2021. The remaining two-thirds of the Restricted Stock Units were scheduled to vest on each of February 6, 2022 and February 6, 2023, subject to the reporting person's continued employment through the applicable vesting date. Pursuant to the Agreement and Plan of Merger, dated as of March 14, 2021, between the Issuer and Eagle Parent Holdings L.P. ("Eagle"), upon completion of the merger ("Merger") of a wholly-owned subsidiary of Eagle with and into the Issuer, effective June 16, 2021, all of the then-unvested Restricted Stock Units will become fully vested. Reflects performance-based restricted stock units previously awarded to the reporting person that vested and settled into Paired Shares pursuant to the terms of the Merger Agreement. 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. Mr. Weissman is the Controller and Chief Accounting Officer of Extended Stay America, Inc. and ESH Hospitality, Inc. Christopher Dekle, Attorney-in-Fact for Howard J. Weissman 2021-06-21