Home > Insider Trading > Filing (0001645873-20-000059)

Filing Details

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1645873	Rw Holdings Nnn Reit Inc.	NONE	()	4/A

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1128145	E Raymond Wirta	3090 Bristol Street, Suite 550 Costa Mesa CA 92626		Yes	No	No	No

Reported Non-Derivative Transactions

Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock, Class C	Acquisiton	2020-03-06	0	$10.27	0	No	4	P	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	P	Direct

Reported Derivative Transactions

Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Class M Op Units	Class M OP Units	Acquisiton	2020-03-06	1,640	$12.20	8,200	$0.00

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
959,610			No	4	A	Indirect

Footnotes

Reporting person purchased 1,640 units of Daisho OP Holdings, LLC ("Daisho") in a private transaction. These units entitle the reporting person to an equal number of Class M OP units which are convertible into 8,200 shares of Class C common stock as described in note 3.
The reported securities represent the reporting person's proportionate interest in the total amount of Class M OP Units held directly by Daisho.
Pursuant to the provisions contained in the second amended and restated limited partnership agreement of RW Holdings NNN REIT Operating Partnership, LP, a holder of Class M OP Units that have been outstanding for at least one year may be converted into shares of the issuer's Class C common stock, subject to a reduced conversion ratio if converted prior to December 31, 2023. The Class M OP Units that are held for four years are convertible at an initial conversion ratio of 5.0 which may increase if certain performance milestones are achieved.
There is no expiration date in connection with the Class M OP Units.
Reporting person paid $100,000 for the 1,640 Daisho units. Therefore, the implied price for 1,640 Class M OP units in this transaction is $60.98 per unit, and the resulting implied price of the Class C common stock is $12.20 per share.
The reported securities are held directly by Daisho. The reporting person is the chairman of the issuer and holds a 29% equity interest in Daisho.