SEC Form 4 · accession 0001025996-18-000060
KILROY REALTY CORP · KRC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
John B Kilroy Jr.
Officer — Chairman, President and CEO · Director
Period of report
Jan 29, 2018
Accepted (ET)
Jan 31, 2018 · 5:54 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 | Jan 29, 2018 | M | 92,644 | $0.00 | A | 837,589 | 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 UnitsF1,F2 | — | Jan 29, 2018 | A | 33,043 | A | — | — | Common Stock | 33,043 | 244,764 | D |
| Restricted Stock UnitsF1,F3 | — | Jan 29, 2018 | A | 48,601 | A | — | — | Common Stock | 48,601 | 293,365 | D |
| Restricted Stock UnitsF1,F4 | — | Jan 29, 2018 | A | 38,844 | A | — | — | Common Stock | 38,844 | 332,208 | D |
| Restricted Stock UnitsF1,F5 | — | Jan 29, 2018 | M | 92,644 | D | — | — | Common Stock | 92,644 | 239,564 | D |
Explanation of responses
- F1Each restricted stock unit represents a contingent right to receive one share of Issuer common stock.
- F2The reporting person was awarded performance units in 2015 covering a three-year performance period ending December 31, 2017. The reporting person previously reported the minimum number of units subject to the award eligible to vest based on 2015 and 2016 performance. The number of units reported reflects the additional number of units that vested based on 2017 performance.
- F3The reporting person was awarded performance units in 2016 covering a three-year performance period ending December 31, 2018. The reporting person previously reported the minimum number of units subject to the award eligible to vest based on 2016 performance. The number of units reported reflects the minimum number of units eligible to vest based on 2017 performance. The units remain subject to additional time-based vesting requirements. Up to an additional 38,804.3599 units may ultimately vest after the three-year performance period based on the Issuer's relative total shareholder return for 2018.
- F4The reporting person was awarded performance units in 2017 covering a three-year performance period ending December 31, 2019. The number of units reported reflects the minimum number of units eligible to vest based on 2017 performance. The units remain subject to additional time-based vesting requirements. Up to an additional 77,687.4156 units may vest for the three-year performance period based on the Issuer's performance for that three-year period.
- F5The performance units were awarded in 2015 and the final number of units subject to the award (as adjusted for dividend equivalents through January 29, 2018) was determined based on a three-year performance period ending December 31, 2017. The units are payable in shares of the Issuer's common stock.