SEC Form 4 · accession 0001144204-16-074301
PREFERRED APARTMENT COMMUNITIES INC · APTS
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Leonard A Silverstein
Officer — See Remarks · Director
Period of report
Jan 4, 2016
Accepted (ET)
Jan 6, 2016 · 11:53 am EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001481832
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock, par value $0.01F1 | holding | — | — | — | 43,265 | I | By Nell Partners, Inc. | |
| Common Stock, par value $0.01 | holding | — | — | — | 35,473 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Class A UnitsF2,F3 | — | Jan 4, 2016 | A | 59,831 | A | — | — | Common Stock | 59,831 | 190,946 | D |
Explanation of responses
- F1John A. Williams, Leonard A. Silverstein and Dan DuPree share joint voting and investment power over the shares held by NELL Partners, Inc. Mr. Silverstein disclaims any economic interest in such shares, 63% of which are owned indirectly by the Nancy Ann Richardson Williams Children's Trust, formed on January 30, 1995, a trust created by John A. Williams' spouse for the benefit of their children; 27% of which are owned indirectly by the Northside Partners Trust, formed on November 2, 2009, a trust created by Mr. Silverstein's spouse for the benefit of their children; and 10% of which are owned indirectly by Daniel M. DuPree.
- F2Represents Class A Units ("Class A Unit") of Preferred Apartment Communities Operating Partnership, L.P. (the "Operating Partnership"), of which Preferred Apartment Communities, Inc. (the "Company") is the general partner. On January 2, 2015, the reporting person was awarded a maximum of 59,831 Class B Units of the Operating Partnership ("Class B Units") issued in lieu of any reimbursement for annual cash compensation for 2015, subject to certain performance conditions. When earned and vested, each Class B Unit is converted into a Class A Unit. Each Class A Unit may be exchanged for one share of the Company's common stock, or cash, as selected by the Company. Class A Units do not expire.
- F3As of January 4, 2016, the Compensation Committee of the Board of Directors of the Company determined that the extent to which the performance measures had been achieved during the performance period resulted in 100%, or 59,831, of the Class B Units becoming earned Class B Units. The earned Class B Units fully vested on January 4, 2016 and were converted into Class A Units on that date.
Remarks
President and Chief Operating Officer