Sec Form 4 Filing - Rahm William D. @ Extended Stay America, Inc. - 2016-10-06

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
Rahm William D.
2. Issuer Name and Ticker or Trading Symbol
Extended Stay America, Inc. [ STAY]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
C/O EXTENDED STAY AMERICA, INC., 11525 N. COMMUNITY HOUSE ROAD, SUITE 100
3. Date of Earliest Transaction (MM/DD/YY)
10/06/2016
(Street)
CHARLOTTE, NC28277
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
Paired Shares 10/06/2016 J( 1 )( 2 ) 5,547 A $ 0 ( 1 ) ( 2 ) 5,547 D ( 1 ) ( 2 )
Paired Shares 10/06/2016 G( 1 )( 2 )( 3 ) V 5,547 D $ 0 ( 1 ) ( 2 ) 0 D ( 1 ) ( 2 ) ( 3 )
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
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Rahm William D.
C/O EXTENDED STAY AMERICA, INC.
11525 N. COMMUNITY HOUSE ROAD, SUITE 100
CHARLOTTE, NC28277
X
Signatures
/s/ William D. Rahm 10/06/2016
Signature of Reporting Person Date
Explanation of Responses:
( 1 )A Form 4 reflecting the holdings of Paired Shares by the Reporting Persons shown on this Form 4 has been concurrently filed with respect to ESH Hospitality, Inc. as issuer.
( 2 )Represents acquisition of investment control over Paired Shares as a result of an in-kind distribution by CCP GP Investor Holdings (Cayman), L.P. ("CCPGP") to the Reporting Person in connection with a pro rata distribution by CCPGP to its members. CCPGP received the Paired Shares in an in-kind distribution by Centerbridge Associates, L.P. ("CALP") to CCPGP in connection with a distribution by CALP to its sole economic partner. CALP received the Paired Shares in in-kind distributions by Centerbridge Capital Partners AIV VI-A, L.P. ("VI-A"), Centerbridge Capital Partners AIV VI-B, L.P. ("VI-B") and Centerbridge Capital Partners Strategic AIV I, L.P. ("SAIV") in connection with pro rata distributions by VI-A, VI-B and SAIV to their partners.
( 3 )Represents charitable donation by the Reporting Person of Paired Shares received in connection with the in-kind distributions described in footnote 2.

Remarks:
Mr. Rahm is a member of the board of directors of the Issuer and an executive of Centerbridge Partners, L.P. ("Centerbridge"), certain of whose affiliates may be deemed to beneficially own securities of the Issuer. Mr. Rahm disclaims beneficial ownership of any securities of the Issuer that may be deemed to be beneficially owned by affiliates of Centerbridge, except as reported herein.

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