SEC Form 4 · accession 0001214659-16-012110
BRT Apartments Corp. · BRT
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Jeffrey Gould
Officer — PRESIDENT AND CEO · Director
Period of report
Jun 6, 2016
Accepted (ET)
Jun 8, 2016 · 3:22 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000014846
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Shares of beneficial interest | holding | — | — | — | 342,762 | D | ||
| Shares of beneficial interestF1 | holding | — | — | — | 23,469 | I | By Gould Shenfeld Family Foundation | |
| Shares of beneficial interestF2 | holding | — | — | — | 79,169 | I | As custodian | |
| Shares of beneficial InterestF3 | holding | — | — | — | 33,259 | I | By Gould Family Trust | |
| Shares of beneficial interestF4 | holding | — | — | — | 2,987,800 | I | By Gould Investors L.P. |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF5,F6 | — | Jun 6, 2016 | A | 37,000 | A | — | — | Common Stock | 37,000 | 37,000 | D |
Explanation of responses
- F1Reporting person is a director of the Gould Shenfeld Family Foundation.
- F2Reporting person holds these shares as custodian for his children. Reporting person disclaims any beneficial interest in these shares.
- F3Reporting person is a trustee of the Gould Family Trust, which owns these shares.
- F4Reporting person is an officer of the managing general partner of Gould Investors L.P. Reporting person also holds limited partnership units in Gould Investors L.P. These shares represent all shares of issuer owned by Gould Investors L.P.
- F5Each Restricted Stock Unit represents a contingent right to receive 1 share of BRT Realty Trust common stock. Approximately 55% and 45% of the units vest based on satisfaction of performance metrics related to total shareholder return (including relative shareholder return) and adjusted funds from operations, respectively. Each such unit is granted in tandem with a cash settled dividend equivalent right entitling the holder, to the extent such unit vests, to the cash dividends paid on the shares underlying such units from the grant date through March 31, 2021.
- F6The restricted stock units vest on March 31, 2021, subject to satisfaction of applicable continued service and performance conditions.