Lauren N. Silveira - Feb 12, 2025 Form 4 Insider Report for RETAIL OPPORTUNITY INVESTMENTS CORP (ROIC)

Signature
/s/ Robert M. Worden, Attorney-in-fact for Lauren N. Silveira
Stock symbol
ROIC
Transactions as of
Feb 12, 2025
Transactions value $
-$589,505
Form type
4
Date filed
2/14/2025, 04:12 PM
Previous filing
Jan 3, 2025

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction ROIC Common Stock, par value $0.0001 per share Disposed to Issuer -$590K -33.7K -100% $17.50 0 Feb 12, 2025 See footnote F1, F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Lauren N. Silveira is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
F1 Certain of the amounts being disposed are 10,666 shares the reporting person was previously granted of restricted common stock, par value $0.0001 per share ("common stock"), of Retail Opportunity Investments Corp., a Maryland corporation (the "Company"), that were issued pursuant to the Retail Opportunity Investments Corp. Second Amended and Restated 2009 Equity Incentive Plan, previously reported on Form 4. These shares were subject to time-based vesting, the vesting of which was accelerated immediately prior to the Company Merger Effective Time (as defined in the Merger Agreement).
F2 Pursuant to the Agreement and Plan of Merger (the "Merger Agreement") dated November 6, 2024, by and among Montana Purchaser LLC ("Buyer 1"), Mountain Purchaser LLC ("Buyer 2"), Big Sky Purchaser LLC ("Buyer 3" and, together with Buyer 1 and Buyer 2, collectively, the "Parent Entities"), Montana Merger Sub Inc. ("Merger Sub I"), Montana Merger Sub II LLC ("Merger Sub II"), the Company and Retail Opportunity Investments Partnership, LP, a Delaware limited partnership (the "Partnership") at the Company Merger Effective Time (as defined in the Merger Agreement), each outstanding share of common stock was automatically canceled and converted into the right to receive an amount in cash equal to $17.50, without interest. As of the Company Merger Effective Time all common stock issued and outstanding immediately prior to the Company Merger Effective Time are no longer outstanding and were automatically canceled and cease to exist.
F3 These shares are held by the Silveira Family Trust dated February 15, 2017 of which the reporting person is a Trustee.