SEC Form 4 · accession 0001225208-18-013820
Urban Edge Properties · UE
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Donald Ten Eyck Briggs
Officer — President of Development
Period of report
Sep 27, 2018
Accepted (ET)
Sep 28, 2018 · 9:03 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001611547
Table I — non-derivative securities
No Table I lines on this filing.
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| LTIP UnitsF1 | — | Sep 27, 2018 | A | 132,276 | A | — | — | Common Shares | 132,276 | 132,276 | D |
| LTIP UnitsF2 | — | Sep 27, 2018 | A | 49,986 | A | — | — | Common Shares | 49,986 | 182,262 | D |
| Stock Options (Right to Buy)F3 | $21.72 | Sep 27, 2018 | A | 1,000,000 | A | — | Sep 27, 2028 | Common Shares | 1,000,000 | 1,000,000 | D |
Explanation of responses
- F1Granted pursuant to the Urban Edge Properties 2018 Inducement Equity Plan (the "Inducement Plan") and conditioned upon minimum allocations to the capital accounts of the LTIP Units for federal income tax purposes and vesting, each LTIP Unit may be converted, at the election of the holder, into a Common Partnership Unit (a "Common Unit") in Urban Edge Properties LP ("UELP"). Each Common Unit acquired upon conversion of an LTIP Unit may be converted into one Common Share of the Urban Edge Properties (the "Issuer"). The right to convert LTIP Units into Common Units and to convert Common Units into Common Shares do not have expiration dates. The LTIP Units vest over five years, subject to continued employment through each vesting date (unless otherwise provided in his employment agreement), with one third vesting on each of the third, fourth and fifth anniversaries of the grant date.
- F2Granted pursuant to the Inducement Plan and conditioned upon minimum allocations to the capital accounts of the LTIP Units for federal income tax purposes and vesting, each LTIP Unit may be converted, at the election of the holder, into a Common Unit in UELP. Each Common Unit acquired upon conversion of an LTIP Unit may be converted into one Common Share of the Issuer. The right to convert LTIP Units into Common Units and to convert Common Units into Common Shares do not have expiration dates. The LTIP Units vest over three years, subject to continued employment through each vesting date (unless otherwise provided in his employment agreement), with 31,056 units vesting February 12, 2019, 12,859 units vesting on February 12, 2020 and 6,071 units vesting February 6, 2021.
- F3Granted pursuant to the Inducement Plan. The options vest over five years, subject to continued employment through each vesting date (unless otherwise provided in his employment agreement), with one third vesting on each of the third, fourth and fifth anniversaries of the grant date.