Richard M. Brame - 19 Nov 2021 Form 4 Insider Report for Diversicare Healthcare Services, Inc.

Role
Director
Signature
/s/ Susan V. Sidwell, Attorney-in-Fact for Richard Brame
Issuer symbol
N/A
Transactions as of
19 Nov 2021
Net transactions value
-$560,863
Form type
4
Filing time
22 Nov 2021, 07:26:41 UTC
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction DVCR Common Stock Disposed to Issuer $533,593 -52,831 -100% $10.10 0 19 Nov 2021 Direct F1, F2
transaction DVCR Common Stock Disposed to Issuer $2,525 -250 -100% $10.10 0 19 Nov 2021 Held in Grandson's Trust F1, F2, F3
transaction DVCR Common Stock Disposed to Issuer $14,645 -1,450 -100% $10.10 0 19 Nov 2021 Spouse F1, F2
transaction DVCR Common Stock Disposed to Issuer $10,100 -1,000 -100% $10.10 0 19 Nov 2021 Held In Spouse's IRA F1, F2
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Richard M. Brame 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 The Reporting Person is the trustee of a trust holding 250 shares of common stock for the benefit of his grandson and may therefore be deemed to be the beneficial owner of the shares of common stock held by this trust. However, the Reporting Person disclaims beneficial ownership of these securities, except to the extent of his pecuniary interest therein.