Susan Hallenberg - Sep 27, 2022 Form 4 Insider Report for Cottonwood Communities, Inc. (N/A)

Role
Chief Accounting Officer and Treasurer
Signature
/s/ Adam Larson, attorney-in-fact
Stock symbol
N/A
Transactions as of
Sep 27, 2022
Transactions value $
$0
Form type
4
Date filed
9/29/2022, 02:23 PM
Previous filing
Jan 11, 2022
Next filing
Jan 10, 2023

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 N/A CROP Units Award +14.3K +73% 33.9K Sep 27, 2022 Class I Common Stock, par value $0.01 per share 14.3K Direct F1, F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Represents common units of limited partnership ("CROP Units") of Cottonwood Communities, Inc.'s (the "Issuer") operating partnership, Cottonwood Residential O.P., LP (the "Operating Partnership" or "CROP"), a Delaware limited partnership. CROP Units may be redeemed for cash equal to the net asset value ("NAV") per share, determined pursuant to valuation procedures adopted by the Issuer's board of directors, of the Issuer's Class I common stock or, at the Issuer's election, for shares of the Issuer's Class I common stock on a one-for-one basis. The CROP Units are vested as of the date of issuance and have no expiration date.
F2 Reflects the acquisition of CROP Units in connection with the mergers of Cottonwood Multifamily Opportunity Fund, Inc. ("CMOF") with and into Cottonwood Communities GP Subsidiary, LLC ("Merger Sub") (the "Company Merger"), a subsidiary of the Issuer, and of Cottonwood Multifamily Opportunity Fund O.P., LP ("CMOF OP"), CMOF's operating partnership, with and into CROP (the "CMOF OP Merger"). In connection with the CMOF OP Merger, each CMOF OP Limited Partnership Unit was converted into 0.8669 CROP Units.
F3 This aggregate amount includes CROP Units which were converted from long term incentive plan units ("LTIP Units") of the Operating Partnership. The LTIP Units were originally granted to the reporting person as equity incentive compensation. Over time, LTIP Units can achieve full parity with CROP Units for all purposes. If such parity is reached, non-forfeitable LTIP Units automatically convert into CROP Units. This aggregate amount also includes CROP Units which were previously indirectly owned by the reporting person which are now owned directly.

Remarks:

Chief Accounting Officer and Treasurer