SEC Form 4 · accession 0001214659-18-002322

BRT Apartments Corp. · BRT

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

Reporting owner

Matthew J Gould

Officer — SENIOR VICE PRESIDENT · Director

Period of report

Mar 21, 2018

Accepted (ET)

Mar 23, 2018 · 3:23 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^F1,F2	Mar 21, 2018	A	13,225	$0.00	A	328,608	D
Shares of Beneficial Interest^F3	holding	—	—		—	1,140	I	By children
Shares of Beneficial Interest^F4	holding	—	—		—	33,259	I	By Gould Family Trust
Shares of Beneficial Interest^F5	holding	—	—		—	23,469	I	By Gould Shenfeld Family Foundation
Shares of Beneficial Interest^F6	holding	—	—		—	47,633	I	As custodian
Shares of Beneficial Interest^F7	holding	—	—		—	2,989,898	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 Units^F8,F9	—	holding	—	—	—	—	—	Common Stock	37,000	37,000	D

Explanation of responses

F1These shares were issued as restricted stock effective March 21, 2018 under the issuer's 2016 Amended and Restated Incentive Plan. The shares vest March 20, 2023. The award is exempt from Section 16(b) under Rule 16b-3(d)(1).
F2Includes shares held in reporting person's IRA and Keogh accounts and in a money purchase pension plan.
F3These shares are owned by children of the reporting person who reside with reporting person. Reporting person disclaims any beneficial interest in these shares.
F4Reporting person is a trustee of the Gould Family Trust, which owns these shares.
F5Reporting person is a trustee of the Gould Shenfeld Family Foundation.
F6Shares are held by the reporting person as custodian for his children. Reporting person disclaims beneficial ownership in these shares.
F7These shares are owned by Gould Investors L.P. Reporting person is the chairman of the corporate managing general partner of Gould Investors L.P., and he holds limited partnership interests in Gould Investors L.P. These shares represent all of the shares of issuer owned by Gould Investors L.P.
F8Each 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) total shareholder 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.
F9The restricted stock units vest on March 31, 2021, subject to satisfaction of applicable continued service and performance conditions.