SEC Form 4 · accession 0000899243-16-012404
BioMed Realty Trust Inc · BMR
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Karen A Sztraicher
Officer — EVP Asset Management
Period of report
Jan 27, 2016
Accepted (ET)
Jan 29, 2016 · 5:00 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001289236
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Jan 27, 2016 | D | 104,026 | $23.8239 | D | 0 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| LTIP UnitsF2,F5,F3,F4 | — | Jan 27, 2016 | D | 17,000 | D | — | — | Common Stock | 17,000 | 0 | D |
Explanation of responses
- F1In connection with the merger of BioMed Realty Trust, Inc. (the "Company") with and into BRE Edison L.P., an affiliate of The Blackstone Group L.P. and the Agreement and Plan of Merger, dated as of October 7, 2015, among the Company, BioMed Realty, L.P. (the "Operating Partnership") and affiliates of The Blackstone Group L.P., each holder of shares of common stock of the Company received $23.8239 in cash in exchange for each such share.
- F2Profits interest units of the Operating Partnership. The LTIP Units are subject to time-based restrictions.
- F3Upon the occurrence of certain "triggering events," the LTIP Units can over time achieve full parity with common units of the Operating Partnership for all purposes. If such parity is reached, vested LTIP Units convert to common units of the Operating Partnership.
- F4The LTIP Units do not have an expiration date.
- F5In connection with the merger of BRE Edison Acquisition L.P., an affiliate of The Blackstone Group L.P., with and into the Operating Partnership, and the Agreement and Plan of Merger, dated as of October 7, 2015, among the Company, the Operating Partnership and affiliates of The Blackstone Group L.P., the Reporting Person received $23.8239 in cash in exchange for each LTIP Unit held by the Reporting Person.