SEC Form 4 · accession 0001104659-19-014348

ARBOR REALTY TRUST INC · ABR

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

Reporting owner

Ivan Kaufman

Officer — COB, CEO and President · Director · 10% Owner

Period of report

Mar 8, 2019

Accepted (ET)

Mar 12, 2019 · 5:54 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001253986

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^F1	Mar 8, 2019	A	58,738	—	A	1,024,911	D
Common Stock, par value $0.01 per share	Mar 8, 2019	F	7,981	$12.67	D	1,016,930	D
Common Stock, par value $0.01 per share	Mar 9, 2019	F	8,639	$12.67	D	1,008,291	D
Special Voting Preferred Stock, par value $0.01 per share^F6,F3	Mar 8, 2019	J	126,282	—	D	14,772,918	I	By Arbor Commercial Mortgage, LLC
Common Stock, par value $0.01 per share^F3	holding	—	—		—	4,994,736	I	By Arbor Commercial Mortgage, LLC
Common Stock, par value $0.01 per share	holding	—	—		—	3,632	I	By son, Maurice Kaufman
Common Stock, par value $0.01 per share	holding	—	—		—	1,632	I	By son, Adam Kaufman under Uniform Gift to Minors Act
Special Voting Preferred Stock, par value $0.01 per share	holding	—	—		—	75,805	D
Special Voting Preferred Stock, par value $0.01 per share	holding	—	—		—	39,024	I	By Arbor Management, LLC

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Restricted Stock Units^F4,F5	—	Mar 8, 2019	A	352,427	A	—	—	Common Stock, par value $0.01 per share	352,427	352,427	D
Partnership Common Units^F6,F7	—	Mar 8, 2019	J	126,282	D	Mar 8, 2019	—	Common Stock, par value $0.01 per share	126,282	14,772,918	I
Partnership Common Units^F7	—	holding	—	—	—	—	—	Not Applicable	—	75,805	D
Partnership Common Units^F7	—	holding	—	—	—	—	—	Not Applicable	—	39,024	I

Explanation of responses

F1Share of common stock par value $0.01 per share of Arbor Realty Trust, Inc. (the "Company") granted pursuant to the Company's 2017 Omnibus Stock Incentive Plan. One fourth vest on the date of grant, one fourth vest in one year, one fourth vest in two years and one fourth vest in three years.
F2Represents shares that have been reaquired by the Company to satisfy tax-withholding obligations in connection with the vesting of Mr. Kaufman's common stock.
F3Mr. Kaufman disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein.
F4Each restricted stock unit represents the contingent right to receive one share of common stock upon vesting of the unit.
F5The shares of Common Stock are issuable to Mr. Kaufman if the Company achieves certain total shareholder return objectives for the four-year period ending December 31, 2022, generally subject to continued employment with the Company as of the end of such four-year performance period.
F6On July 14, 2016, Arbor Realty Limited Partnership, a Delaware limited partnership, issued Partnership Common Units ("OP Units") to Arbor Commercial Mortgage, LLC ("ACM") and, therefore, the Company issued Special Voting Preferred Stock ("Preferred Shares") to ACM. On March 8, 2019, ACM distributed 126,282 OP Units and Preferred Shares with a fair market value of approximately $1.6 million to one of its partners for his respective membership interest. The fair market value was determined using the closing stock price of the Company on March 8, 2019 of $12.67. In addition, the Company redeemed such distributed shares for cash totaling approximately $1.6 million, which was based on the same $12.67 fair market value described above.
F7Not applicable.