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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
LTIP Unit (Right to Buy) (1) | (2) | 03/05/2019(3) | A | 18,382 (3) | (2) | (2) | Common Stock | 18,382 | $ 0 | 152,698 | D | ||||
LTIP Unit (Right to Buy) (4) | (2) | 03/05/2019(4) | A | 9,136 (4) | (2) | (2) | Common Stock | 9,136 | $ 0 | 161,834 | D | ||||
LTIP Unit (Right to Buy) (5) | (2) | 03/05/2019(5) | A | 4,500 (5) | (2) | (2) | Common Stock | 4,500 | $ 0 | 166,334 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Busch Jeffrey 2 BETHESDA METRO CENTER, SUITE 440 BETHESDA, MD 20814 |
X | Chairman, President and CEO |
/s/ Jeffrey Busch | 03/07/2019 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | Represents units of limited partnership interest ("LTIP Units") in Global Medical REIT L.P. (the "OP"), the operating partnership of the Issuer. The Issuer's Board of Directors determined on March 5, 2019 that 50% of the LTIP Units vested and became nonforfeitable as a result of meeting certain market based performance criteria as of December 31, 2018 and 50% of the LTIP Units will vest on March 5, 2020, pursuant to the grant award agreement stipulations. The performance-based LTIP Units were issued pursuant to the Issuer's 2016 Equity Incentive Plan and have no expiration date. |
(2) | As described in the OP's partnership agreement, vested LTIP Units may be exchanged at any time after the first anniversary of the grant date (so long as capital parity has been achieved) for cash or, at the election of the Issuer, for shares of Common Stock on a one-for-one basis. LTIP Units have no expiration date. |
(3) | Awarded pursuant to an LTIP Unit performance-based vesting agreement, the form of which was filed as Exhibit 99.3 to the Issuer's Current Report on Form 8-K filed on April 12, 2018. |
(4) | LTIP Units vest in equal one-third installments on March 5 of 2020, 2021 and 2022. The LTIP Units were issued pursuant to the Issuer's 2016 Equity Incentive Plan and have no expiration date. |
(5) | 50% of the LTIP Units vested at issuance and the remaining will vest on March 5, 2020 pursuant to the grant award agreement stipulations. |