SEC Form 4/A · accession 0001217453-16-000005
Forest City Realty Trust, Inc. · FCEA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
This is an amendment (Form 4/A). It replaces an earlier filing for the same period.
Reporting owner
Linda M Kane
Officer — Sr VP & Treasurer
Period of report
Feb 17, 2016
Accepted (ET)
Mar 15, 2016 · 7:05 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001647509
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common StockF8,F2 | Feb 17, 2016 | M | 6,388 | $0.00 | A | 32,525 | D | |
| Class A Common StockF2 | Feb 17, 2016 | F | 2,099 | $17.91 | D | 30,426 | D | |
| Class A Common StockF1 | holding | — | — | — | 2,064 | I | 401k Plan |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| 2012 Performance SharesF8 | $0.00 | Feb 17, 2016 | M | 6,388 | D | Dec 31, 2015 | Aug 8, 1988 | Class A Common | 5,124 | 0 | D |
| 2005 Stock Option Grant (right to buy)F3 | $31.75 | holding | — | — | — | Apr 6, 2007 | Apr 6, 2015 | Class A Common | 11,250 | 11,250 | D |
| 2006 Stock Option Grant (right to buy)F4 | $46.37 | holding | — | — | — | Apr 4, 2008 | Apr 4, 2016 | Class A Common | 15,000 | 15,000 | D |
| 2007 Stock Option Grant (right to buy)F5 | $65.35 | holding | — | — | — | Mar 29, 2009 | Mar 29, 2017 | Class A Common | 15,000 | 15,000 | D |
| 2008 Stock Option Grant (right to buy)F6 | $36.38 | holding | — | — | — | Jun 18, 2010 | Jun 18, 2018 | Class A Common | 6,522 | 6,522 | D |
| Class B Common - ConvertibleF7,F13,F12 | $0.00 | holding | — | — | — | Aug 8, 1988 | Aug 8, 1988 | Common Stock | 1,735 | 1,735 | I |
| 2013 Performance SharesF9 | $0.00 | holding | — | — | — | Dec 31, 2016 | Aug 8, 1988 | Class A Common | 4,146 | 4,146 | D |
| 2014 Performance SharesF10 | $0.00 | holding | — | — | — | Dec 31, 2017 | Aug 8, 1988 | Class A Common | 4,128 | 4,128 | D |
| 2015 Performance SharesF11 | $0.00 | holding | — | — | — | Dec 31, 2017 | Aug 8, 1988 | Class A Common | 3,235 | 3,235 | D |
Explanation of responses
- F1Class A Common Stock - 401k account - Held Indirect.
- F10Performance Shares Award - granted 3/28/2014 - performance period is from January 1, 2014 to December 31, 2017. Awards will be available to the grantee at the end of the performance period provided that certain performance criteria are met. The actual number of shares earned could range from 0 to 200% of the number of Performance Shares granted. Fair market value on date of grant is $18.73 per share. There is no fixed expiration date.
- F11Performance Shares Award - granted 3/26/2015 - performance period is from January 1, 2015 to December 31, 2017. Awards will be available to the grantee at the end of the performance period provided that certain performance criteria are met. The actual number of shares earned could range from 0 to 200% of the number of Performance Shares granted. Fair market value on date of grant is $24.62 per share. There is no fixed expiration date.
- F12Immediate - stocks are convertible at any time, there is no fixed exercisable date or expiration date.
- F13Class B Common Stock - 401k account - Held indirect.
- F2Shares are held in a street account. The 2012 Performance Share Award vested 2/17/2016, there were a total of 6,388 shares received, of those 2,099 shares were returned to the Company for taxes. Ameded to correct date that shares were returned to the issuer for taxes.
- F32005 Stock Option Grant - 25% exercisable 4/06/2007; 25% exercisable 4/06/2008; and 50% exersicable 4/06/2009.
- F42006 Stock Option Grant - 25% exercisable on 4/04/2008; 25% exercisable on 4/04/2009; and 50% exersicable on 4/04/2010.
- F52007 Stock Option Grant - 25% exercisable 3/29/2009; 25% exercisable 3/29/2010; and 50% exercisable 3/29/2011.
- F62008 Stock Option Grant - 25% exercisable 6/18/2010; 25% exercisable 6/18/2011; and 50% exercisable 6/18/2012.
- F7Stocks are convertible from Class B to Class A on a 1-for-1 basis.
- F8Performance Shares Award - granted 4/11/2012 - performance period is from February 1, 2012 to December 31, 2015. Awards will be available to the grantee at the end of the performance period provided that certain performance criteria are met. The actual number of shares earned could range from 0 to 200% of the number of Performance Shares granted. Fair market value on date of grant is $14.74 per share. Shares vested and were approved by the Company's Compensation Committee on 2/17/2016, at 124.67% of the target shares resulting from the actual performance during the performance period.
- F9Performance Shares Award - granted 4/08/2013 - performance period is from February 1, 2013 to December 31, 2016. Awards will be available to the grantee at the end of the performance period provided that certain performance criteria are met. The actual number of shares earned could range from 0 to 200% of the number of Performance Shares granted. Fair market value on date of grant is $17.60 per share. There is no fixed expiration date.
Remarks
Form 4 filed 3/02/2016 reporting transactions from 2/17/2016 is being amended to correct the transaction date that the shares were returned to the issuer to cover to taxes.