SEC Form 4 · accession 0001209191-16-106128

DCT Industrial Trust Inc. · DCT

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Teresa Corral

Officer — Executive Vice President

Period of report

Mar 2, 2016

Accepted (ET)

Mar 4, 2016 · 4:40 pm EST

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001170991

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock	Mar 2, 2016	M	3,906	$34.56	A	3,906	D
Common Stock	Mar 2, 2016	M	937	$13.64	A	4,843	D
Common Stock	Mar 2, 2016	M	864	$18.24	A	5,707	D
Common Stock	Mar 2, 2016	M	1,807	$22.20	A	7,514	D
Common Stock	Mar 2, 2016	F	6,095	$37.51	D	1,419	D
Common Stock^F1	holding	—	—		—	578	I	The Parrott Family Trust

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Stock Options^F3,F2	$34.56	Mar 2, 2016	M	3,906	D	—	Feb 11, 2018	Common Stock	3,906	0	D
Stock Options^F5,F4	$13.64	Mar 2, 2016	M	937	D	—	Feb 10, 2019	Common Stock	937	0	D
Stock Options^F7,F6	$18.24	Mar 2, 2016	M	864	D	—	Feb 11, 2020	Common Stock	864	0	D
Stock Options^F9,F8	$22.20	Mar 2, 2016	M	1,807	D	—	Feb 3, 2021	Common Stock	1,807	0	D
LTIP Units^F10,F12	—	Mar 2, 2016	J	12,732	D	—	—	Common Stock	12,732	70,494	D

Explanation of responses

F1These shares are held by The Parrott Family Trust. The Reporting Person disclaims beneficial ownership with respect to the shares held by The Parrott Family Trust, except to the extent of her pecuniary interest therein.
F10Represents units of limited partnership interest ("LTIP Units") in DCT Industrial Operating Partnership LP ("DCTOP"), of which the Issuer is the general partner, issued as long term incentive compensation pursuant to the Issuer's equity based compensatory programs. Conditioned 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 common unit of limited partnership interest in DCTOP ("Common OP Unit"). Each Common OP 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 OP Unit so presented for one share of Common Stock.
F1112,731.50 of the Reporting Person's LTIP Units in DCTOP were converted into Common OP Units and then were immediately redeemed by the Issuer for cash.
F12The Reporting Person disclaims beneficial ownership with respect to the LTIP Units, except to the extent of her pecuniary interest therein.
F2The Stock Options ("Options") were granted under the Issuer's Long-Term Incentive Plan. The Options vested over four years: 25% on January 1, 2009, and 25% on each of January 1, 2010, 2011, and 2012.
F3On January 19, 2016, the Reporting Person disposed of 3,906 Options in a transaction exempted from Section 16 by Rule 16a-12.
F4The Options were granted under the Issuer's Long-Term Incentive Plan. The Options vested over four years: 25% on January 1, 2010, and 25% on each of January 1, 2011, 2012, and 2013.
F5On January 19, 2016, the Reporting Person disposed of 938 Options in a transaction exempted from Section 16 by Rule 16a-12.
F6The Options were granted under the Issuer's Long-Term Incentive Plan. The Options vested over four years: 25% on January 1, 2011, and 25% on each of January 1, 2012, 2013, and 2014.
F7On January 19, 2016, the Reporting Person disposed of 863 Options in a transaction exempted from Section 16 by Rule 16a-12.
F8The Options were granted under the Issuer's Long-Term Incentive Plan. The Options vested over four years: 25% on January 1, 2012, and 25% on each of January 1, 2013, 2014, and 2015.
F9On January 19, 2016, the Reporting Person disposed of 1,807 Options in a transaction exempted from Section 16 by Rule 16a-12.