Eugene W. Landy - Feb 25, 2022 Form 4 Insider Report for MONMOUTH REAL ESTATE INVESTMENT CORP (MNR)

Role
Chairman of the Board, Director
Signature
Eugene W. Landy
Stock symbol
MNR
Transactions as of
Feb 25, 2022
Transactions value $
$0
Form type
4
Date filed
2/25/2022, 03:39 PM
Previous filing
Dec 16, 2021
Next filing
Mar 25, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction MNR Common Stock Disposed to Issuer -1.11M -100% 0 Feb 25, 2022 Direct F1, F2, F3
transaction MNR Common Stock Disposed to Issuer -194K -100% 0 Feb 25, 2022 Eugene W. Landy and Gloria Landy Family Foundation F1, F2
transaction MNR Common Stock Disposed to Issuer -43.7K -100% 0 Feb 25, 2022 Juniper Plaza Associates F1, F2
transaction MNR Common Stock Disposed to Issuer -32.9K -100% 0 Feb 25, 2022 Windsor Industrial Park Associates F1, F2
transaction MNR Common Stock Disposed to Issuer -97.9K -100% 0 Feb 25, 2022 Spouse F1, F2
transaction MNR Common Stock Disposed to Issuer -13K -100% 0 Feb 25, 2022 Landy Investments, Ltd. F1, F2
transaction MNR Common Stock Disposed to Issuer -168K -100% 0 Feb 25, 2022 Landy & Landy Employees' Pension Plan F1, F2
transaction MNR Common Stock Disposed to Issuer -201K -100% 0 Feb 25, 2022 Landy & Landy Employees' Profit Sharing Plan 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 MNR Option to Purchase Common Stock Disposed to Issuer -65K -100% 0 Feb 25, 2022 MNR Common Stock 65K Direct F1, F4
transaction MNR Option to Purchase Common Stock Disposed to Issuer -65K -100% 0 Feb 25, 2022 MNR Common Stock 65K Direct F1, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 On February 25, 2022, pursuant to the Agreement and Plan of Merger, dated as of November 5, 2021 and as amended on February 7, 2022 (the "Merger Agreement"), by and among Monmouth Real Estate Investment Corporation ("Monmouth"), Industrial Logistics Properties Trust ("ILPT"), and Maple Delaware Merger Sub LLC ("Merger Sub"), Monmouth merged with and into Merger Sub (the "Merger"), with Merger Sub surviving as a wholly owned subsidiary of ILPT.
F2 At the effective time of the Merger (the "Effective Time"), each share of common stock, par value $0.01 per share, of Monmouth that was issued and outstanding immediately prior to the Effective Time (other than shares owned by Monmouth, ILPT or Merger Sub) was automatically converted into the right to receive $21.00 per share in cash (the "Common Stock Consideration"), without interest and subject to applicable withholding tax.
F3 At the Effective Time, each Monmouth restricted stock award outstanding immediately prior to the Effective Time, whether vested or unvested, became fully vested and was converted into the right to receive the Common Stock Consideration.
F4 At the Effective Time, each Monmouth stock option outstanding immediately prior to the Effective Time, whether vested or unvested, became fully vested and was converted into the right to receive the spread between the Common Stock Consideration and the exercise price.