Sec Form 4 Filing - Miller Arthur J. @ RESOURCE AMERICA, INC. - 2016-09-08

Insider filing report for Changes in Beneficial Ownership
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FORM 4
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
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Miller Arthur J.
2. Issuer Name and Ticker or Trading Symbol
RESOURCE AMERICA, INC. [ REXI]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
VP & CAO
(Last) (First) (Middle)
1845 WALNUT STREET, 18TH FLOOR
3. Date of Earliest Transaction (MM/DD/YY)
09/08/2016
(Street)
PHILADELPHIA, PA19103
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 09/08/2016 D 13,443 D 0 D
Common Stock 09/08/2016 D 16,405 D 0 I By 401(K) Plan Account
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option $ 8.14 09/08/2016 D 3,000 05/21/2009 05/21/2019 Common Stock 3,000 ( 1 ) 0 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Miller Arthur J.
1845 WALNUT STREET, 18TH FLOOR
PHILADELPHIA, PA19103
VP & CAO
Signatures
Arthur J. Miller 09/12/2016
Signature of Reporting Person Date
Explanation of Responses:
( 1 )In connection with the merger (the "Merger") of the Issuer with and into Regent Acquisition Inc. ("Regent"), a subsidiary of C-III Capital Partners LLC ("C-III"), pursuant to that certain Agreement and Plan of Merger dated as of May 22, 2016, by and among the Issuer, C-III and Regent, the Reporting Person received $9.78 in cash for each share of common stock and each restricted stock award and deferred stock unit award of the Issuer owned by the Reporting Person. In connection with the Merger, stock options held by the Reporting Person became fully vested (to the extent not vested) and were cancelled and converted into the right to receive an amount in cash equal to the product of (1) the total number of shares of Issuer common stock subject to such option multiplied by (2) the excess, if any, of $9.78 over the exercise price per share of such option. Any option that had an exercise price per share that equaled or exceeded $9.78 was cancelled for no consideration.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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