Statement of Changes in Beneficial Ownership (4)
05 October 2021 - 7:25AM
Edgar (US Regulatory)
FORM 4
[X]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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3235-0287
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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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1. Name and Address of Reporting Person
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Streiff Mathieu B. |
2. Issuer Name and Ticker or Trading Symbol
Griffin-American Healthcare REIT III, Inc.
[
NONE
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
EVP, General Counsel |
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(Last)
(First)
(Middle)
C/O GRIFFIN-AMERICAN HEALTHCARE REIT, III, INC., 18191 VON KARMAN AVE, STE 300 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
10/1/2021 |
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(Street)
IRVINE, CA 92612
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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| Common Stock | 10/1/2021 | | D | | 200528 | D | (1) | 0 | I | By Streiff Family Trust, UA DTD 3/26/13 (2) |
| Common Stock | 10/1/2021 | | D | | 22222 | D | (1) | 0 | I | By Griffin-American Healthcare REIT III Advisor, LLC (3) |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. 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 | 7. Title and Amount of Securities Underlying Derivative Security
(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) |
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
| Explanation of Responses: |
| (1) | Reflects the disposition of shares of the Issuer's common stock in connection with the merger (the "Merger") of the Issuer with and into Continental Merger Sub, LLC, a wholly-owned subsidiary of American Healthcare REIT, Inc. ("AHR"). In the Merger, each share of the Issuer's common stock, par value $0.01 per share, was converted into the right to receive 0.9266 shares of AHR Class I common stock, par value $0.01 per share ("AHR Class I Common Stock"). There is no established market for shares of AHR Class I Common Stock. On March 18, 2021, the board of directors of AHR approved an estimated value per share of AHR Class I Common Stock of $9.22. |
| (2) | The reported shares of common stock were held directly by Streiff Family Trust, UA DTD 3/26/2013, and indirectly by Mathieu Streiff, Trustee. |
| (3) | The reported shares of common stock are owned by Griffin-American Healthcare REIT III Advisor, LLC ("GAHRIII Advisor"), which is 75% owned and managed by wholly owned subsidiaries of AmericanHealthcare Investors, LLC ("American Healthcare Investors"). Mr. Streiff serves as a managing director of American Healthcare Investors, and as such, may be deemed to be the beneficial owner of suchcommon stock. Mr. Streiff disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein. |
Reporting Owners
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| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
Streiff Mathieu B.
C/O GRIFFIN-AMERICAN HEALTHCARE REIT
III, INC., 18191 VON KARMAN AVE, STE 300
IRVINE, CA 92612 |
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| EVP, General Counsel |
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Signatures
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| /s/ MATHIEU B. STREIFF | | 10/4/2021 |
| **Signature of Reporting Person | Date |
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