Statement of Changes in Beneficial Ownership (4)
December 16 2021 - 9:25AM
Edgar (US Regulatory)
FORM 4
[X]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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3235-0287
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
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Middleton Tim |
2. Issuer Name and Ticker or Trading Symbol
Steadfast Apartment REIT, Inc.
[
NONE
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Chief Investment Officer |
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(Last)
(First)
(Middle)
18100 VON KARMAN AVENUE, SUITE 200 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
12/16/2021 |
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(Street)
IRVINE, CA 92612
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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| Common Stock | 12/16/2021 | | D | | 44982.23 (1)(2) | D | (1) | 0 | D | |
| Common Stock | 12/16/2021 | | D | | 1271.11 (1)(2) | D | (1) | 0 | I | By Middleton Family Trust |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code
(Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4) | 8. Price of Derivative Security
(Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
| Explanation of Responses: |
| (1) | Reflects the disposition of shares of the issuer's common stock in connection with the merger (the "Merger") of the issuer with and into IRSTAR Sub, LLC, a wholly-owned subsidiary of Independence Realty Trust, Inc. ("IRT"). In the Merger, each share of the issuer's common stock, par value $0.01 per share, was converted into the right to receive 0.905 shares of common stock of IRT, par value $0.01 per share. |
| (2) | In connection with the Merger, 44,016.41 shares of restricted common stock (the "Restricted Stock") were converted into a number of shares of IRT common stock (rounded up or down to the nearest whole share) equal to the product of (x) 44,016.41 and (y) 0.905, and such IRT common stock is subject to the same terms and conditions (including, without limitation, the same vesting conditions and vesting accelerators) as were applicable to such Restricted Stock immediately prior to the Merger. |
Reporting Owners
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| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
Middleton Tim
18100 VON KARMAN AVENUE, SUITE 200
IRVINE, CA 92612 |
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| Chief Investment Officer |
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Signatures
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| /s/ Gustav Bahn, as Attorney-In-Fact for Tim Middleton | | 12/16/2021 |
| **Signature of Reporting Person | Date |
Steadfast Apartment REIT (CE) (USOTC:STFR)
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