SEC Form 4 · accession 0001214659-19-000236
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
Jan 8, 2019
Accepted (ET)
Jan 10, 2019 · 6:20 am EST
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 |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Jan 8, 2019 | A | 14,374 | $0.00 | A | 342,982 | D | |
| Common StockF1 | holding | — | — | — | 1,140 | I | By children | |
| Common StockF2 | holding | — | — | — | 33,259 | I | By Gould Family Trust | |
| Common StockF3 | holding | — | — | — | 23,469 | I | By Gould Shenfeld Family Foundation | |
| Common StockF4 | holding | — | — | — | 47,633 | I | As custodian | |
| Common StockF5 | 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 UnitsF6,F7 | — | holding | — | — | — | — | — | Common Stock | 37,000 | 37,000 | D |
Explanation of responses
- F1These shares are owned by children of the reporting person who reside with reporting person. Reporting person disclaims any beneficial interest in these shares.
- F2Reporting person is a trustee of the Gould Family Trust, which owns these shares.
- F3Reporting person is a trustee of the Gould Shenfeld Family Foundation.
- F4Shares are held by the reporting person as custodian for his children. Reporting person disclaims beneficial ownership in these shares.
- F5These 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.
- F6Each 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.
- F7The restricted stock units vest on March 31, 2021, subject to satisfaction of applicable continued service and performance conditions.