Jackson Hsieh - 23 Jan 2024 Form 4 Insider Report for SPIRIT REALTY CAPITAL, INC.

Reporting relationship: President and CEO, Director
Issuer ticker: N/A
Reported as of: 23 Jan 2024
Net transaction value: $0
SEC form: 4
Accepted by SEC: 23 Jan 2024, 09:39:58 UTC
Prior SEC filing: 02 Jan 2024
Next SEC filing: 05 Mar 2024
Source filing: View source filing
Reporting owner signature: /s/Rochelle Thomas

Key filing fact

Jackson Hsieh filed Form 4 for SPIRIT REALTY CAPITAL, INC. on 23 Jan 2024.

Key facts

This page summarizes Jackson Hsieh's Form 4 filing for SPIRIT REALTY CAPITAL, INC..
6 reported transactions and 0 derivative rows are listed below.
Accepted by SEC: 23 Jan 2024, 09:39.

Change

Previous filing in this sequence was filed on 02 Jan 2024.
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.

SRC transaction

Common stock, par value $0.05 per share

Award

Transaction value: $0
Shares: +48,103
Change %: +6.4%
Price: $0.000000
Shares after: 793,948
Date: 23 Jan 2024
Ownership: Direct
Footnotes: F1

SRC transaction

Common stock, par value $0.05 per share

Award

Transaction value: $0
Shares: +93,054
Change %: +12%
Price: $0.000000
Shares after: 887,002
Date: 23 Jan 2024
Ownership: Direct
Footnotes: F2

SRC transaction

Common stock, par value $0.05 per share

Disposed to Issuer

Transaction value: $0
Shares: -887,002
Change %: -100%
Price: $0.000000^*
Shares after: 0
Date: 23 Jan 2024
Ownership: Direct
Footnotes: F3

SRC transaction

Common stock par value $0.05 per share

Disposed to Issuer

Transaction value: $0
Shares: -722
Change %: -100%
Price: $0.000000^*
Shares after: 0
Date: 23 Jan 2024
Ownership: By Son A
Footnotes: F4

SRC transaction

Common stock, par value $0.05 per share

Disposed to Issuer

Transaction value: $0
Shares: -722
Change %: -100%
Price: $0.000000^*
Shares after: 0
Date: 23 Jan 2024
Ownership: By Son B
Footnotes: F4

SRC transaction

Common stock, par value $0.05 per share

Disposed to Issuer

Transaction value: $0
Shares: -108,823
Change %: -100%
Price: $0.000000^*
Shares after: 0
Date: 23 Jan 2024
Ownership: By Spouse
Footnotes: F4

^* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Explanation of responses 4 footnotes

Footnote F1

Represents shares underlying a Performance Share Award granted on February 9, 2022 pursuant to the Company's incentive award plan. Pursuant to the Agreement and Plan of Merger by and among Realty Income Corporation, Saints MD Subsidiary, Inc. and the Company, dated as of October 29, 2023 (as amended or supplemented), as of the Effective Time (defined in the Merger Agreement), Performance Share Awards were converted into the right to receive a number of whole shares of Realty Income common stock equal to the product obtained by multiplying (A) the number of shares of Spirit common stock subject to such Performance Share Award determined based on the greater of target performance and the actual level of achievement of the applicable performance goals as of immediately prior to the Effective Time by (B) the .762 (the Exchange Ratio), and corresponding cash dividend equivalents. The Company determined the pre-established performance goals had been achieved at 200% of target performance.

Footnote F2

Represents shares underlying a Performance Share Award granted on January 19, 2023 pursuant to the Company's incentive award plan. Pursuant to the Agreement and Plan of Merger by and among Realty Income Corporation, Saints MD Subsidiary, Inc. and the Company, dated as of October 29, 2023 (as amended or supplemented), as of the Effective Time (defined in the Merger Agreement), Performance Share Awards were converted into the right to receive a number of whole shares of Realty Income common stock equal to the product obtained by multiplying (A) the number of shares of Spirit common stock subject to such Performance Share Award determined based on the greater of target performance and the actual level of achievement of the applicable performance goals as of immediately prior to the Effective Time by (B) the .762 (the Exchange Ratio), and corresponding cash dividend equivalents. The Company determined the pre-established performance goals had been achieved at 292.30% of target performance

Footnote F3

Represents shares of the Company's common stock (including in respect of shares underlying Performance Share Awards, net of income tax and remittance obligations) disposed in connection with the Agreement and Plan of Merger by and among Realty Income Corporation (Realty Income), Saints MD Subsidiary, Inc. and the Company, dated as of October 29, 2023 (as amended or supplemented from time to time, the Merger Agreement). In accordance with the Merger Agreement, upon the Effective Time, each share of the Company's common stock was converted into the right to receive 0.762 shares of common stock of Realty Income.

Footnote F4

Represents shares of the Company's common stock disposed in connection with the Agreement and Plan of Merger by and among Realty Income Corporation (Realty Income), Saints MD Subsidiary, Inc. and the Company, dated as of October 29, 2023 (as amended or supplemented from time to time, the Merger Agreement). In accordance with the Merger Agreement, upon the Effective Time, each share of the Company's common stock was converted into the right to receive 0.762 shares of common stock of Realty Income.