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Blackstone Inc. Director's Dealing 2014

Aug 13, 2014

29782_dirs_2014-08-13_64f79f58-b992-4a5c-bc42-ae9691796d94.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Extended Stay America, Inc. (STAY)
CIK: 0001581164
Period of Report: 2014-08-12

Reporting Person: Blackstone Real Estate Associates VI-ESH L.P. (10% Owner)
Reporting Person: BREP VI Side-by-Side GP L.L.C. (10% Owner)
Reporting Person: BREA VI-ESH L.L.C. (10% Owner)
Reporting Person: Blackstone Holdings III L.P. (10% Owner)
Reporting Person: Blackstone Holdings III GP L.P. (10% Owner)
Reporting Person: Blackstone Holdings III GP Management L.L.C. (10% Owner)
Reporting Person: Blackstone Group L.P. (10% Owner)
Reporting Person: Blackstone Group Management L.L.C. (10% Owner)
Reporting Person: SCHWARZMAN STEPHEN A (10% Owner)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2014-08-12 Paired Shares S 1470240 $21.0975 Disposed 8743862 Indirect
2014-08-12 Paired Shares S 1489572 $21.0975 Disposed 8859861 Indirect
2014-08-12 Paired Shares S 501058 $21.0975 Disposed 2950676 Indirect
2014-08-12 Paired Shares S 10019 $21.0975 Disposed 59584 Indirect
2014-08-12 Paired Shares S 954031 $21.0975 Disposed 5615178 Indirect
2014-08-12 Paired Shares S 2050865 $21.0975 Disposed 12070866 Indirect
2014-08-12 Paired Shares S 1549538 $21.0975 Disposed 9216322 Indirect
2014-08-12 Paired Shares S 24677 $21.0975 Disposed 145243 Indirect

Footnotes

F1: This amount represents the $21.75 public offering price per Paired Share (as defined below), less the underwriting discount of $0.6525 per Paired Share.

F2: Each Paired Share is comprised of one share of common stock, par value $0.01 per share, of Extended Stay America, Inc. and one share of Class B Common Stock, par value $0.01 per share, of ESH Hospitality, Inc., which shares are paired and traded as a single unit. 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.

F3: These Paired Shares are directly held by Blackstone Real Estate Partners VI.A-ESH L.P.

F4: These Paired Shares are directly held by Blackstone Real Estate Partners VI.B-ESH L.P.

F5: These Paired Shares are directly held by Blackstone Real Estate Partners VI.C-ESH L.P.

F6: These Paired Shares are directly held by Blackstone Real Estate Partners (AIV) VI-ESH L.P.

F7: These Paired Shares are directly held by Blackstone Real Estate Partners VI.TE.1-ESH L.P.

F8: These Paired Shares are directly held by Blackstone Real Estate Partners VI.TE.2-ESH L.P.

F9: These Paired Shares are directly held by Blackstone Real Estate Partners VI.F-ESH L.P.

F10: These Paired Shares are directly held by Blackstone Real Estate Holdings VI L.P.

F11: The general partner of each of Blackstone Real Estate Partners VI.A-ESH L.P., Blackstone Real Estate Partners VI.B-ESH L.P., Blackstone Real Estate Partners VI.C-ESH L.P., Blackstone Real Estate Partners (AIV) VI-ESH L.P., Blackstone Real Estate Partners VI.TE.1-ESH L.P., Blackstone Real Estate Partners VI.TE.2-ESH L.P., Blackstone Real Estate and Partners VI.F-ESH L.P. (together with Blackstone Real Estate Holdings VI L.P., collectively, the "Partnerships") is Blackstone Real Estate Associates VI-ESH L.P. The general partner of Blackstone Real Estate Holdings VI L.P. is BREP VI Side-by-Side GP L.L.C. (Continued in footnote 12)

F12: The general partner of Blackstone Real Estate Associates VI-ESH L.P. is BREA VI-ESH L.L.C. The managing member of BREA VI-ESH L.L.C. and sole member of BREP VI Side-by-Side GP L.L.C. is Blackstone Holdings III L.P. The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C. The managing member of Blackstone Holdings III GP L.L.C. is The Blackstone Group L.P. The general partner of The Blackstone Group L.P. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman. (Continued in footnote 13)

F13: Each of such Blackstone entities (other than the Partnerships to the extent of their direct holdings) and Mr. Schwarzman may be deemed to beneficially own the Paired Shares beneficially owned by the Partnerships directly or indirectly controlled by it or him, but each disclaims beneficial ownership of such securities, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein.

F14: Due to the limitations of the Securities and Exchange Commission's EDGAR system, Blackstone Real Estate Partners VI.A-ESH L.P., Blackstone Real Estate Partners VI.B-ESH L.P., Blackstone Real Estate Partners VI.C-ESH L.P., Blackstone Real Estate Partners (AIV) VI-ESH L.P., Blackstone Real Estate Partners VI.TE.1-ESH L.P., Blackstone Real Estate Partners VI.TE.2-ESH L.P., Blackstone Real Estate Partners VI.F-ESH L.P., Blackstone Real Estate Holdings VI L.P. have filed a separate Form 4.