INDEPENDENCE REALTY TRUST, INC. — Director's Dealing 2016

Oct 6, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: INDEPENDENCE REALTY TRUST, INC (IRT)
CIK: 0001466085
Period of Report: 2016-10-05

Reporting Person: RAIT Financial Trust (10% Owner)
Reporting Person: Belle Creek Member, LLC (10% Owner)
Reporting Person: Centrepoint Member, LLC (10% Owner)
Reporting Person: Copper Mill Member, LLC (10% Owner)
Reporting Person: Crestmont Member, LLC (10% Owner)
Reporting Person: Cumberland Member, LLC (10% Owner)
Reporting Person: Heritage Trace Member, LLC (10% Owner)
Reporting Person: RAIT NTR Holdings, LLC (10% Owner)
Reporting Person: Taberna IR Holdings Member, LLC (10% Owner)
Reporting Person: Tresa At Arrowhead Member, LLC (10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-10-05	Common Stock	S	7269719	$8.55	Disposed	0	Indirect

Footnotes

F1: These shares represent the aggregate number of shares that were sold by subsidiaries of RAIT Financial Trust, as follows: RAIT NTR Holdings, LLC-2,060,719, Belle Creek Member, LLC-352,500, Centrepoint Member, LLC-1,190,000, Copper Mill Member, LLC-736,500, Crestmont Member, LLC-675,000, Cumberland Member, LLC-690,000, Heritage Trace Member, LLC-550,000, Taberna IR Holdings Member, LLC-97,500, and Tresa At Arrowhead Member, LLC-917,500. These shares were sold at the first closing contemplated by the Securities and Asset Purchase Agreement dated as of September 27, 2016 by and among RAIT Financial Trust ("RAIT"), affiliates of RAIT named therein, Independence Realty Trust, Inc. and Independence Realty Operating Partnership, LP.