SEC Form 4 · accession 0001209191-17-038110
DCT Industrial Trust Inc. · DCT
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Michael J Ruen
Officer — Managing Director
Period of report
Jun 2, 2017
Accepted (ET)
Jun 6, 2017 · 4:13 pm EDT
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 | Jun 2, 2017 | M | 35,156 | $34.56 | A | 57,438 | D | |
| Common Stock | Jun 2, 2017 | F | 26,784 | $53.77 | D | 30,654 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock OptionsF1 | $34.56 | Jun 2, 2017 | M | 35,156 | D | — | Feb 11, 2018 | Common Stock | 35,156 | 0 | D |
| LTIP UnitsF2 | — | Jun 2, 2017 | J | 17,000 | D | — | — | Common Stock | 17,000 | 136,711 | D |
Explanation of responses
- F1The 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.
- F2Represents 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.
- F317,000 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.