SEC Form 4 · accession 0001144204-19-000480

Bluerock Residential Growth REIT, Inc. · BRG

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

Reporting owner

Officer — See Remarks

Period of report

Jan 1, 2019

Accepted (ET)

Jan 3, 2019 · 5:37 pm EST

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001442626

Table I — non-derivative securities

No Table I lines on this filing.

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
LTIP Units^F1	—	Jan 1, 2019	A	27,872	A	—	—	Class A Common Stock	27,872	199,708	I
LTIP Units^F2	—	Jan 1, 2019	A	41,807	A	—	—	Class A Common Stock	41,807	241,515	I

F1Represents long-term incentive plan units ("LTIP Units") in Bluerock Residential Holdings, LP (the "Operating Partnership"), of which the Issuer is the general partner. These LTIP Units will vest ratably over a three year period and may convert to OP Units upon reaching capital account equivalency with the OP Units held by the Issuer, and may then be redeemed for cash or, at the option of the Issuer and after a one year holding period (including any period during which the LTIP Units were held), settled in shares of the Issuer's Class A common stock on a one-for-one basis.
F2Represents LTIP Units in the Operating Partnership, of which the Issuer is the general partner. These Long Term Performance Awards LTIP Units are subject to a three-year performance period and may vest at the end of that period subject to performance criteria and established targets. The LTIPs may convert to OP Units upon reaching capital account equivalency with the OP Units held by the Issuer, and may then be redeemed for cash or, at the option of the Issuer and after a one year holding period (including any period during which the LTIP Units were held), settled in shares of the Issuer's Class A common stock on a one-for-one basis.

Chief Operating Officer and President