SEC Form 4 · accession 0001179110-16-033446
SL GREEN REALTY CORP · SLG
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Marc Holliday
Officer — Chief Executive Officer · Director
Period of report
Dec 21, 2016
Accepted (ET)
Dec 23, 2016 · 6:05 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001040971
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Dec 21, 2016 | C | 141,000 | $0.00 | A | 168,001 | D | |
| Common StockF4 | Dec 21, 2016 | S | 21,100 | $108.18 | D | 146,901 | D | |
| Common StockF5 | Dec 21, 2016 | S | 16,277 | $109.18 | D | 130,624 | D | |
| Common StockF6 | Dec 21, 2016 | S | 59,223 | $110.34 | D | 71,401 | D | |
| Common Stock | Dec 21, 2016 | G | 9,100 | $0.00 | D | 62,301 | D | |
| Common StockF7 | Dec 22, 2016 | S | 19,954 | $106.06 | D | 42,347 | D | |
| Common StockF8 | Dec 22, 2016 | S | 24,446 | $106.50 | D | 17,901 | D | |
| Common Stock | holding | — | — | — | 1,530 | I | As UTMA custodian for son | |
| Common Stock | holding | — | — | — | 780 | I | As UTMA custodian for daughter | |
| Common Stock | holding | — | — | — | 530 | I | As UTMA custodian for son |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| LTIP UnitsF3 | — | Dec 21, 2016 | C | 141,000 | D | — | — | Common Stock | 141,000 | 817,210 | D |
Explanation of responses
- F1141,000 of the Reporting Person's LTIP units ("LTIP Units") in SL Green Operating Partnership, L.P.("SLGOP"), of which the Issuer is the sole general partner, were exchanged for Class A Units of limited partnership interests in SLGOP ("Common Units") and then were immediately converted into an equal number of shares of the Issuer's Common Stock.
- F2Includes 235 shares of the Issuer's Common Stock purchased through the Issuer's Employee Stock Purchase Plan.
- F3Represents LTIP Units issued as long term incentive compensation pursuant to the Issuer's equity based compensatory programs. Conditioned upon minimum allocations to the capital account of the LTIP Units for federal income tax purposes, each LTIP Unit may be converted, at the election of the holder, into 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 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. The rights to convert LTIP Units into Common Units and redeem Common Units do not have expiration dates.
- F4Represents the weighted average sale price per share. These shares were sold in multiple transactions at prices ranging from $108.00 to $108.68 per share, inclusive. The reporting person undertakes to provide upon request by the U.S. Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer, full information regarding the number of shares sold at each separate price.
- F5Represents the weighted average sale price per share. These shares were sold in multiple transactions at prices ranging from $109.00 to $109.83 per share, inclusive. The reporting person undertakes to provide upon request by the U.S. Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer, full information regarding the number of shares sold at each separate price.
- F6Represents the weighted average sale price per share. These shares were sold in multiple transactions at prices ranging from $110.00 to $110.75 per share, inclusive. The reporting person undertakes to provide upon request by the U.S. Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer, full information regarding the number of shares sold at each separate price.
- F7Represents the weighted average sale price per share. These shares were sold in multiple transactions at prices ranging from $105.67 to $106.25 per share, inclusive. The reporting person undertakes to provide upon request by the U.S. Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer, full information regarding the number of shares sold at each separate price.
- F8Represents the weighted average sale price per share. These shares were sold in multiple transactions at prices ranging from $106.26 to $106.79 per share, inclusive. The reporting person undertakes to provide upon request by the U.S. Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer, full information regarding the number of shares sold at each separate price.