SEC Form 4 · accession 0001025996-16-000426
KILROY REALTY CORP · KRC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Jeffrey C Hawken
Officer — EVP and COO
Period of report
Dec 13, 2016
Accepted (ET)
Dec 14, 2016 · 7:13 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001025996
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common stock, par value $0.01 per share | Dec 13, 2016 | M | 3,180 | $0.00 | A | 370,389 | D | |
| Common stock, par value $0.01 per share | Dec 13, 2016 | M | 4,238 | $0.00 | A | 374,627 | D | |
| Common stock, par value $0.01 per shareF1 | Dec 14, 2016 | F | 3,872 | $75.54 | D | 370,755 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF2,F3 | — | Dec 13, 2016 | M | 3,180 | D | — | — | Common Stock | 3,180 | 95,192 | D |
| Restricted Stock UnitsF2,F4 | — | Dec 13, 2016 | M | 4,238 | D | — | — | Common Stock | 4,238 | 90,954 | D |
Explanation of responses
- F1Common stock tendered to pay tax withholding.
- F2Each restricted stock unit represents a contingent right to receive one share of Issuer common stock.
- F3The restricted stock units vest, subject to continued employment with the Issuer through each vesting date, as to 1/6th of the units for each calendar year during 2013 - 2018 based on the achievement of total stockholder return hurdles on either a relative or an absolute basis for the applicable calendar year. If neither of the total stockholder return hurdles are achieved for an applicable year during the performance period, those units will remain eligible to vest in a subsequent year (ending on December 31, 2018) if the Issuer achieves a cumulative total stockholder return goal as of the end of that year.
- F4The restricted stock units vest, subject to continued employment with the Issuer through each vesting date, as to 1/4th of the units for each calendar year during 2016 - 2019 based on the achievement of total stockholder return hurdles on either a relative or an absolute basis for the applicable calendar year. If neither of the total stockholder return hurdles are achieved for an applicable year during the performance period, those units will remain eligible to vest in a subsequent year (ending on December 31, 2019) if the Issuer achieves a cumulative total stockholder return goal as of the end of that year.