SEC Form 4 · accession 0001638599-18-000045
PREFERRED APARTMENT COMMUNITIES INC · APTS
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
A later amendment supersedes this filing — read the amendment. The figures below are kept as originally reported (version chain, not an overwrite).
Reporting owner
Leonard A Silverstein
Officer — See Remarks · Director
Period of report
Jan 2, 2018
Accepted (ET)
Jan 3, 2018 · 12:20 pm 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 | — | — | — | 44,765 | 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 2, 2018 | A | 51,078 | A | — | — | Common Stock | 51,078 | 294,475 | D |
Explanation of responses
- F1John A. Williams, Leonard A. Silverstein and Daniel M. DuPree share joint voting and investment power over the shares held by NELL Partners, Inc. Mr. Silverstein disclaims any economic interest in such shares, 55% of which are owned indirectly by the Nancy Ann Richardson Williams 2017 Children's Trust, a trust created by Mr. Williams' spouse for the benefit of their children; 30% of which are owned indirectly by Northside Partners Trust, formed on November 2, 2009, a trust created by Mr. Silverstein's spouse for the benefit of their children; and 15% of which are owned indirectly by Daniel M. DuPree.
- F2Represents Class A Units ("Class A Units") of Preferred Apartment Communities Operating Partnership, L.P., of which Preferred Apartment Communities, Inc. (the "Company") is the general partner. 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 have no expiration date.
- F3On January 3, 2017, the reporting person was awarded a maximum of 51,078 Class B Units of the Operating Partnership ("2017 Class B Units") issued in lieu of any reimbursement for annual cash compensation for 2017, subject to certain performance and time-based conditions. As of January 2, 2018, the Compensation Committee of the Board of Directors of the Company determined that the extent to which the performance conditions had been achieved during the performance period resulted in 100%, or 51,078 of the 2017 Class B Units becoming earned 2017 Class B Units. All of the earned 2017 Class B Units fully vested on January 2, 2018 and were converted into Class A Units on that date.
Remarks
President and Chief Operating Officer