Thomas H. Purcell Form 3 Steadfast Apartment REIT / Thomas H. Purcell ownership change

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Purcell Thomas H.

(Last) (First) (Middle)

18100 VON KARMAN AVENUE, SUITE 500

(Street)

IRVINE CA 92612

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
04/20/2015

3. Issuer Name and Ticker or Trading Symbol
Steadfast Apartment REIT, Inc. [ NONE ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common	4,999(1)	D
Common	3,704(2)	I	By THP Management, LLC

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. 3,333 shares of restricted common stock were granted by Steadfast Apartment REIT, Inc. (the "Issuer") to the reporting person on February 27, 2014 pursuant to the Issuer's independent directors' compensation plan (the "Plan") and an additional 1,666 shares of restricted common stock were granted to the reporting person on August 7, 2014 pursuant to the Plan. The shares of restricted common stock granted to the reporting person pursuant to the Plan vest in four equal annual installments beginning on the date of grant and ending on the third anniversary of the date of grant; provided, however, that the restricted stock will become fully vested on the earlier to occur of (i) the termination of the reporting person's service as a director due to his death or disability; or (ii) a change in the control of the Issuer.

2. These shares are held directly by THP Management, LLC, which is owned and controlled by the reporting person.

Remarks:

	/s/ Ana Marie del Rio as Attorney-In-Fact for Thomas H. Purcell	04/20/2015
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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