SEC Form 4 · accession 0001287865-15-000005
MEDICAL PROPERTIES TRUST INC · MPT
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Emmett E McLean
Officer — EVP, Secretary and COO
Period of report
Mar 6, 2015
Accepted (ET)
Mar 6, 2015 · 5:29 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001287865
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock, par value $.001F1 | Mar 6, 2015 | A | 63,492 | $0.00 | A | 865,603 | D | |
| Common Stock, par value $.001F2,F3 | Mar 6, 2015 | A | 108,225 | $0.00 | A | 973,828 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Fifty percent of such shares vest ratably at the beginning of each of the 12 calendar quarters ending March 31, 2018; dividends are paid currently. Fifty percent of such shares vest ratably over a three-year period based on achievement of certain performance measures through December 31, 2017; accrued dividends are paid only upon achievement of the performance measures.
- F2Up to 50% of the shares may be earned based on the achievement of a three-year cumulative total shareholder return as compared to pre-established multi-level returns set by our compensation committee. The pre-established multi-level returns are set in 25% increments such that the higher the three-year cumulative total shareholder return is, the more shares are earned. If the cumulative shareholder return is less than or equal to 27.0% for the three-year period, no shares will be earned, whereas if a total shareholder return of 35.0% or greater is achieved for the same period, then 100% of these shares will be earned. At the end of the three-year performance period, any earned shares will be subject to an additional two years of ratable time-based vesting on an annual basis. Dividends are paid on these shares only upon achievement of the performance measures.
- F3The remaining 50% of the shares will be earned similar to that described above; however, the performance measure is against the MSCI US REIT Index (Index). If our total shareholder return over the three-year cumulative period is equal to or less than this Index, then no shares will be earned, whereas if our total shareholder return is equal to or greater than the Index plus 6% for the same period, then 100% of these shares will be earned. At the end of the three-year performance period, any earned shares will be subject to an additional two years of ratable time-based vesting on an annual basis. Dividends are paid on these shares only upon achievement of the performance measures.