Statement of Changes in Beneficial Ownership (4)
2019年1月3日 - 8:53AM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
Estimated average burden
hours per response...
0.5
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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
*
BLACKMAN DAVID M.
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2. Issuer Name
and
Ticker or Trading Symbol
GOVERNMENT PROPERTIES INCOME TRUST
[
NASDAQ:OPI
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__
X
__ Director
_____ 10% Owner
__
X
__ Officer (give title below)
_____ Other (specify below)
President and CEO
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(Last)
(First)
(Middle)
C/O THE RMR GROUP LLC,, TWO NEWTON PL., 255 WASH. ST., STE. 300
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3. Date of Earliest Transaction
(MM/DD/YYYY)
12/31/2018
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(Street)
NEWTON, MA 02458
(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 Shares of Beneficial Interest
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12/31/2018
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A
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42433
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A
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$0
(1)
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93893
(2)
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D
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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)
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2. Conversion or Exercise Price of Derivative Security
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3. Trans. Date
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3A. Deemed Execution Date, if any
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4. Trans. Code
(Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
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8. Price of Derivative Security
(Instr. 5)
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
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11. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Explanation of Responses:
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(1)
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Acquired pursuant to the Agreement and Plan of Merger, dated as of September 14, 2018, by and among the issuer, GOV MS REIT, a wholly owned subsidiary of the issuer, and Select Income REIT ("SIR") in exchange for 40,801 SIR common shares of beneficial interest having a market value of $7.36 per share on the effective date of the merger of SIR with and into GOV MS REIT (the "Merger"), based on the closing price of SIR's common shares of beneficial interest on such effective date.
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(2)
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Following the closing of the Merger on December 31, 2018, the issuer changed its name from Government Properties Income Trust to Office Properties Income Trust, and the issuer effected a reverse share split (the "Reverse Split") pursuant to which every four common shares of the issuer were converted and reclassified into one common share of the issuer, subject to the receipt of cash in lieu of fractional shares. The amounts set forth in the table are presented prior to giving effect to the impact of the Reverse Split.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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BLACKMAN DAVID M.
C/O THE RMR GROUP LLC,
TWO NEWTON PL., 255 WASH. ST., STE. 300
NEWTON, MA 02458
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X
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President and CEO
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Signatures
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/S/ David M. Blackman
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1/2/2019
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 4(b)(v).
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**
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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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.
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