Leslie K. Morgan - Nov 19, 2021 Form 4 Insider Report for Diversicare Healthcare Services, Inc. (DVCR)

Role: Director
Signature: /s/ Susan V. Sidwell, Attorney-in-Fact for Leslie K. Morgan
Stock symbol: DVCR
Transactions as of: Nov 19, 2021
Transactions value $: -$5,691,209
Form type: 4
Date filed: 11/22/2021, 07:23 AM

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	DVCR	Common Stock	Disposed to Issuer	-$81.3K	-8.05K	-100%	$10.10	0	Nov 19, 2021	Direct	F1, F2
transaction	DVCR	Common Stock	Disposed to Issuer	-$5.61M	-555K	-100%	$10.10	0	Nov 19, 2021	By The Olson Family Partnership	F1, F2

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	DVCR	Option to purchase Common Stock	Disposed to Issuer		-15K	-100%		0	Nov 19, 2021	Common Stock	15K	$8.14	Direct	F1, F3

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Leslie K. Morgan is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id	Content
F1	Disposition pursuant to the terms of the Agreement and Plan of Merger dated as of August 26, 2021 by and among DAC Acquisition, LLC, DVCR Acquisition Corporation and Diversicare Healthcare Services, Inc. (the "Merger Agreement"), exempt under Rule 16b-3.
F2	Pursuant to the terms of the Merger Agreement, at the Effective Time (as defined in the Merger Agreement), each share of common stock held by the reporting person immediately prior to the Effective Time was cancelled and the reporting person received an amount in cash equal to $10.10 per share of Company Common Stock, taking into account any changes thereto by reason of the merger.
F3	Pursuant to the terms of the Merger Agreement, at the Effective Time, each option to purchase common stock held by the reporting person immediately prior to the Effective Time was cancelled and converted into the right to receive an amount in cash equal to the product of (i) the excess of $10.10 over the exercise price per share of Company Common Stock underlying such option to purchase, multiplied by (ii) the total number of shares of Company Common Stock subject to such option to purchase, taking into account any changes thereto by reason of the merger.