SEC Form 4 · accession 0000899243-16-026743
Easterly Government Properties, Inc. · DEA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Darrell W Crate
Officer — Chairman · Director
Period of report
Aug 9, 2016
Accepted (ET)
Aug 10, 2016 · 4:30 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001622194
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | holding | — | — | — | 80,560 | D | ||
| Common StockF1 | holding | — | — | — | 10,893 | I | Easterly Holdings II LLC |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Partnership UnitsF2 | — | Aug 9, 2016 | J | 101,051 | A | — | — | Common Stock | 101,051 | 1,236,457 | I |
| Partnership UnitsF2 | — | Aug 9, 2016 | J | 101,051 | D | — | — | Common Stock | 101,051 | 1,135,406 | I |
| Partnership UnitsF2,F1 | — | holding | — | — | — | — | — | Common Stock | 18,210 | 18,210 | I |
Explanation of responses
- F1Reflects the number of shares of common stock of the Issuer and common units of limited partnership interest ("Partnership Units") in Easterly Government Properties LP (the "Operating Partnership") held indirectly by the Reporting Person as of the date hereof. On December 23, 2015, the aggregate number of shares of common stock of the Issuer and Partnership Units reported as held indirectly by the Reporting Person through USGP II Investor, LP were transferred to Easterly Holdings II LLC, representing a change in form of beneficial ownership in a transaction exempt from Section 16 pursuant to Rule 16a-13. In connection with this transfer, the Reporting Person, through Easterly Holdings II LLC, received an aggregate amount of shares of common stock of the Issuer and Partnership Units substantially equal to the aggregate amount previously reported, though in different proportions of shares of common stock and Partnership Units.
- F2Represents Partnership Units of the Operating Partnership. Each Partnership Unit is redeemable for cash equal to the then fair market value of one share of the Issuer's common stock, except that the Issuer may, at its election, acquire each Partnership Unit so presented for one share of common stock. These redemption rights have no expiration date.
- F3On August 9, 2016, 101,051 Partnership Units were transferred to Easterly Capital, LLC ("Easterly Capital"), which is owned by the Reporting Person, without payment of any purchase price, and the same 101,051 Partnership Units were immediately distributed by Easterly Capital to a former employee of Easterly Capital, as part of a compensatory arrangement for the benefit of and without payment thereof by the former employee.