Adam D. Portnoy - 30 Sep 2021 Form 4 Insider Report for Tremont Mortgage Trust

Source evidence Original filing metadata and source links for verification. 5 source fields
SEC form
4
Accepted by SEC
04 Oct 2021, 18:49:37 UTC
Prior SEC filing
17 Sep 2021
Next SEC filing
14 Mar 2022
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
/s/ Adam D. Portnoy

Key filing fact

Adam D. Portnoy filed Form 4 for Tremont Mortgage Trust on 04 Oct 2021.

Key facts

  • This page summarizes Adam D. Portnoy's Form 4 filing for Tremont Mortgage Trust.
  • 2 reported transactions and 0 derivative rows are listed below.
  • Accepted by SEC: 04 Oct 2021, 18:49.

Change

  • Previous filing in this sequence was filed on 17 Sep 2021.
  • Current net transaction value: $0.

Research use

  • This tells you what this filing adds before you inspect full transaction and derivative tables.
  • You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

NASDAQTRMT transaction

Common Shares of Beneficial Interest

Disposed to Issuer

Transaction value
$0
Shares
-13,500
Change %
-100%
Price
$0.000000*
Shares after
0
Date
30 Sep 2021
Ownership
Direct
Footnotes
F1
NASDAQTRMT transaction

Common Shares of Beneficial Interest

Disposed to Issuer

Transaction value
$0
Shares
-1,600,100
Change %
-100%
Price
$0.000000*
Shares after
0
Date
30 Sep 2021
Ownership
See Footnote
Footnotes
F2, F3
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Section 16 status

Adam D. Portnoy is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may still apply in specific circumstances.

Explanation of responses 3 footnotes

Footnote F1

Disposed of pursuant to that certain Agreement and Plan of Merger (the "Merger Agreement"), dated as of April 26, 2021, by and between Seven Hills Realty Trust ("SEVN") (f/k/a RMR Mortgage Trust) and the Issuer, in exchange for 6,966 SEVN common shares of beneficial interest having a market value of $10.31 per share on the effective date of the merger of the Issuer with and into SEVN (the "Merger"), based on the closing price of SEVN's common shares of beneficial interest on such effective date.

Footnote F2

Disposed of pursuant to the Merger Agreement in exchange for 825,651 SEVN common shares of beneficial interest having a market value of $10.31 per share on the effective date of the Merger, based on the closing price of SEVN's common shares of beneficial interest on such effective date, plus cash in lieu of fractional shares.

Footnote F3

These shares were held by Tremont Realty Capital LLC ("TRC"). TRC is a direct wholly owned subsidiary of The RMR Group LLC ("RMR LLC"), which is a direct majority owned subsidiary of The RMR Group Inc. ("RMR Inc."), of which Mr. Portnoy is a managing director and controlling shareholder through ABP Trust. Mr. Portnoy is a holder of shares of beneficial interest in, and the sole trustee of, ABP Trust. Mr. Portnoy is also a beneficial owner and a director of TRC. ABP Trust, RMR Inc., RMR LLC and Mr. Portnoy may have been deemed to beneficially own the shares owned directly by TRC. Mr. Portnoy disclaimed beneficial ownership of the shares owned by TRC except to the extent of his pecuniary interest therein.

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