SEC Form 4 · accession 0001144204-15-045161

Gramercy Property Trust Inc. · GPT

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

Reporting owner

Officer — President

Period of report

Jul 29, 2015

Accepted (ET)

Jul 30, 2015 · 3:47 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001287701

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock, $0.001 par value^F1	Jul 29, 2015	F	9,316	$23.37	D	169,856	D

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
LTIP Units^F2,F3,F4	—	Jul 29, 2015	A	27,519	A	—	—	Common Stock	27,519	51,150	D

F1Represents shares retained by the Issuer to satisfy withholding obligations on 22,500 shares of stock issued in settlement of restricted stock units granted to the reporting person in July 2012.
F2Represents LTIP Units of GPT Property Trust LP ("GPT OP"), of which the Issuer is the general partner, earned (i.e., for which the performance-based hurdles have been met) pursuant to the Gramercy Property Trust Inc. 2012 Long-Term Outperformance Plan (the "Plan").
F3Conditioned 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 Class A Unit of limited partnership interest in GPT OP (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.
F4The LTIP Units earned pursuant to the Plan vest 50% on June 30, 2016 and 50% on June 30, 2017, subject to continued employment.