SEC Form 4 · accession 0001179110-16-019138
SL GREEN REALTY CORP · SLG
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Andrew S Levine
Officer — Chief Legal Officer & GC
Period of report
Feb 10, 2016
Accepted (ET)
Feb 12, 2016 · 6:06 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001040971
Table I — non-derivative securities
No Table I lines on this filing.
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| LTIP UnitsF1,F2 | — | Feb 10, 2016 | A | 18,000 | A | — | — | Common Stock | 18,000 | 159,690 | D |
| LTIP UnitsF3,F2 | — | Feb 10, 2016 | A | 18,000 | A | — | — | Common Stock | 18,000 | 177,690 | D |
Explanation of responses
- F1Represents LTIP Units granted pursuant to an employment agreement dated as of February 10, 2016 between the reporting person and the Issuer (the "Employment Agreement"), which vest in equal installments on each of January 1, 2017, January 1, 2018 and January 1, 2019, subject to continued employment.
- F2Conditioned upon minimum allocations to the capital accounts of the LTIP Units for federal income tax purposes, each LTIP Unit may be converted, at the election of the holder, into a Class A Unit of limited partnership interest in SL Green Operating Partnership, L.P. (a "Common Unit"). Each Common Unit acquired upon conversion of an LTIP Unit may be presented for redemption, at the election of the holder, for cash equal to the then fair market value of a share of the Issuer's Common Stock, except that the Issuer may, at its election, acquire each Common Unit so presented for one share of Common Stock. LTIP Units are generally not convertible without the consent of the Issuer until two years from the date of the grant. The rights to convert LTIP Units into Common Units and redeem Common Units do not have expiration dates.
- F3Represents LTIP Units granted pursuant to the Employment Agreement, which may vest in equal installments on each of January 1, 2017, January 1, 2018 and January 1, 2019, subject to the achievement of certain performance criteria and continued employment; provided that LTIP Units that do not vest initially may vest on each subsequent January 1st vesting date through January 1, 2019 based on cumulative performance, subject to the achievement of certain cumulative performance criteria and continued employment through the applicable January 1 vesting date.