SEC Form 4 · accession 0001209191-15-013715
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
Feb 11, 2015
Accepted (ET)
Feb 13, 2015 · 5:27 pm EST
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 | Feb 11, 2015 | J | 1,000 | $1.00 | D | 0 | D | |
| Common Stock | Feb 11, 2015 | P | 20,000 | $15.00 | A | 20,000 | D | |
| Common StockF3 | Feb 11, 2015 | J | 26,655 | — | A | 26,655 | I | By USGP II Investor, LP |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Partnership UnitsF4,F5 | — | Feb 11, 2015 | J | 2,613 | A | May 11, 2016 | — | Common Stock | 2,613 | 2,613 | I |
| Partnership UnitsF4,F6 | — | Feb 11, 2015 | J | 1,135,406 | A | May 11, 2016 | — | Common Stock | 1,135,406 | 1,135,406 | I |
Explanation of responses
- F1Shares of common stock issued in the initial capitalization of Easterly Government Properties, Inc. were redeemed by the Issuer at the initial issuance price of $1.00 per share in a transaction exempt under Rule 16b-3(e).
- F2Represents shares of common stock purchased in the Issuer's initial public offering.
- F3Shares of common stock issued in the formation transactions and the concurrent private placement in connection with the Issuer's initial public offering to an entity partially owned by the reporting person. The reporting person disclaims any beneficial ownership of such shares, except to the extent of his pecuniary interest therein.
- F4Represents common units of limited partnership interest ("OP Units") in Easterly Government Properties LP (the "Operating Partnership"). Each OP Unit is redeemeable, beginning May 11, 2016, 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 OP Unit so presented for one share of common stock. These redemption rights have no expiration date.
- F5OP Units issued in the formation transactions in connection with the Issuer's initial public offering to an entity partially owned by the reporting person. The reporting person disclaims any beneficial ownership of such OP Units, except to the extent of his pecuniary interest therein.
- F6OP Units issued in the formation transactions in connection with the Issuer's initial public offering to entity wholly owned by the reporting person.