Mark R. Jones - 28 Dec 2021 Form 4 Insider Report for CoreSite Realty Corp

Source evidence Original filing metadata and source links for verification. 4 source fields
SEC form
4
Accepted by SEC
29 Dec 2021, 19:20:38 UTC
Prior SEC filing
05 Nov 2021
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
/s/ Derek S. McCandless, Attorney-in-Fact

Key filing fact

Mark R. Jones filed Form 4 for CoreSite Realty Corp on 29 Dec 2021.

Key facts

  • This page summarizes Mark R. Jones's Form 4 filing for CoreSite Realty Corp.
  • 1 reported transaction and 0 derivative rows are listed below.
  • Accepted by SEC: 29 Dec 2021, 19:20.

Change

  • Previous filing in this sequence was filed on 05 Nov 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.

COR transaction

Common Stock

Disposed to Issuer

Transaction value
Shares
-11,126
Change %
-100%
Price
Shares after
0
Date
28 Dec 2021
Ownership
Direct
Footnotes
F1, F2
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Section 16 status

Mark R. Jones 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

In connection with the consummation of the Company Merger (as defined below), at the Company Merger Effective Time (as defined below), each share of common stock, par value $0.01 per share ("Company Common Stock"), of CoreSite Realty Corporation (the "Company") that was outstanding immediately prior to the Company Merger Effective Time (other than certain shares specified in the Merger Agreement (as defined below)) was automatically converted into the right to receive $170.00 in cash (the "Offer Price"), without interest and subject to required withholding taxes.

Footnote F2

At the Company Merger Effective Time, 20% of each award of time-based restricted shares ("Company Restricted Stock Award") that was outstanding as of immediately prior to the Company Merger Effective Time vested and all restrictions thereupon lapsed, and each such award was cancelled and converted into the right to receive a cash payment equal to the product of (A) the number of shares of Company Common Stock underlying such Company Restricted Stock Award as of immediately prior to the Effective Time and (B) the Offer Price. The remaining 80% of Company Restricted Stock Awards that were outstanding as of immediately prior to the Company Merger Effective Time were assumed by American Tower Corporation ("American Tower") and converted into awards of restricted shares of American Tower common stock, par value $0.01 per share ("American Tower Common Stock" and each award, the "American Tower Restricted Stock Award") in accordance with the terms of the Merger Agreement.

SEC remarks

This Form 4 reports securities disposed of under the terms of the Agreement and Plan of Merger (as amended or supplemented from time to time, the "Merger Agreement"), dated as of November 14, 2021, by and among the Company, CoreSite, L.P. ("Partnership"), Appleseed Merger Sub LLC ("Purchaser"), American Tower Investments LLC ("Parent"), Appleseed Holdco LLC ("Holdco"), Appleseed OP Merger Sub LLC ("OP Merger Sub") and, solely for the purposes of certain provisions specified therein, American Tower. Pursuant to the Merger Agreement, on December 28, 2021, (i) Purchaser merged with and into the Company, with the Company surviving as a wholly owned subsidiary of Holdco (the "Company Merger", and the effective time of such merger, the "Company Merger Effective Time"); (ii) substantially simultaneously with the Merger but preceding the Holdco Merger, OP Merger Sub merged with and into the Partnership, with the Partnership continuing as the surviving limited partnership (the "Partnership Merger"); and (iii) immediately following the Company Merger but after the Partnership Merger, the Company merged with and into Holdco, with Holdco continuing as the surviving limited liability company. A copy of the Merger Agreement is included as Exhibit 2.1 to the Company's Form 8-K filed with the SEC on November 14, 2021.

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