Michael D. Malone - 21 Sep 2021 Form 4 Insider Report for New Senior Investment Group Inc.

Source evidence Original filing metadata and source links for verification. 5 source fields
SEC form
4
Accepted by SEC
23 Sep 2021, 16:15:42 UTC
Prior SEC filing
28 May 2021
Next SEC filing
09 May 2022
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
/s/ Lori B. Marino, Attorney-in-fact for Michael D. Malone

Key filing fact

Michael D. Malone filed Form 4 for New Senior Investment Group Inc. on 23 Sep 2021.

Key facts

  • This page summarizes Michael D. Malone's Form 4 filing for New Senior Investment Group Inc..
  • 2 reported transactions and 0 derivative rows are listed below.
  • Accepted by SEC: 23 Sep 2021, 16:15.

Change

  • Previous filing in this sequence was filed on 28 May 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.

SNR transaction

Common Stock

Disposed to Issuer

Transaction value
Shares
-68,537
Change %
-100%
Price
Shares after
0
Date
21 Sep 2021
Ownership
Direct
Footnotes
F1
SNR transaction

Common Stock

Disposed to Issuer

Transaction value
Shares
-15,129
Change %
-100%
Price
Shares after
0
Date
21 Sep 2021
Ownership
Direct
Footnotes
F2
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Section 16 status

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

Explanation of responses 2 footnotes

Footnote F1

Pursuant to the Agreement and Plan of Merger, dated as of June 28, 2021 (as amended, supplemented or otherwise modified from time to time, the "Merger Agreement"), by and among New Senior Investment Group Inc., a Delaware corporation ("New Senior"), Ventas, Inc., a Delaware corporation ("Ventas") and Cadence Merger Sub LLC, a Delaware limited liability company and subsidiary of Ventas, each outstanding share of New Senior common stock, par value $0.01 ("Common Stock"), was converted into the right to receive 0.1561 (the "Exchange Ratio") of a newly issued share of Ventas common stock, par value $0.25 per share ("Ventas Common Stock"). Holders of record of Common Stock will receive cash in lieu of fractional shares.

Footnote F2

Pursuant to the Merger Agreement, each outstanding New Senior restricted stock unit award became fully vested and was canceled and converted into the right to receive a number of shares of Ventas Common Stock equal to the product of (a) the Exchange Ratio and (b) the number of shares of Common Stock subject to such restricted stock unit award, less applicable withholding taxes.

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