SEC Form 4 · accession 0001209191-16-087949
BioMed Realty Trust Inc · BMR
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Gary A Kreitzer
Officer — Exec VP and Assistant Sec · Director
Period of report
Dec 30, 2015
Accepted (ET)
Jan 4, 2016 · 5:56 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 | Dec 31, 2015 | F | 1,937 | $23.69 | D | 66,035 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| LTIP UnitsF4,F7,F5,F6 | — | Dec 30, 2015 | D | 45,000 | D | — | — | Common Stock | 45,000 | 35,879 | D |
| Limited Partnership UnitsF2,F3 | — | holding | — | — | — | Aug 11, 2005 | — | Common Stock | 11,309 | 11,309 | I |
| Limited Partnership UnitsF2,F3 | — | holding | — | — | — | Aug 11, 2005 | — | Common Stock | 98,406 | 98,406 | I |
| Limited Partnership UnitsF2,F3 | — | holding | — | — | — | Aug 11, 2005 | — | Common Stock | 80,000 | 80,000 | I |
| Limited Partnership UnitsF2,F3 | — | holding | — | — | — | Aug 11, 2005 | — | Common Stock | 642,528 | 642,528 | D |
Explanation of responses
- F1Represents payment of tax liability by the forfeiture of shares of common stock to BioMed Realty Trust, Inc. (the "Company") incident to the vesting of the reporting person's restricted stock.
- F2Limited Partnership Units in BioMed Realty, L.P. (the "Operating Partnership"). Limited Partnership Units are redeemable for cash based upon the fair market value of an equivalent number of shares of common stock of the Company or, at the election of the Company, shares of the Company's common stock on a 1-for-1 basis.
- F3The Limited Partnership Units have no expiration date.
- F4Profits interest units of the Operating Partnership. The LTIP Units are subject to time-based restrictions.
- F5Upon 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.
- F6The LTIP Units do not have an expiration date.
- F7The LTIP Units were canceled by mutual agreement of the reporting person and the Company. The reporting person received $1,068,750 as consideration for the cancellation.