SEC Form 4 · accession 0001217454-16-000008
Forest City Realty Trust, Inc. · FCEA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
David J Larue
Officer — CEO & President · Director
Period of report
Mar 26, 2016
Accepted (ET)
Mar 29, 2016 · 5:27 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 StockF12 | Mar 26, 2016 | F | 3,903 | $21.02 | D | 193,405 | D | |
| Class A Common StockF1 | holding | — | — | — | 14,327 | I | See footnote | |
| Class A Common StockF2 | holding | — | — | — | 33,151 | I | See footnote | |
| Class A Common StockF3 | holding | — | — | — | 24,675 | D | ||
| Class A Common StockF4 | holding | — | — | — | 33,578 | D | ||
| Class A Common StockF5 | holding | — | — | — | 4,736 | I | See footnote | |
| Class A Common StockF6 | holding | — | — | — | 4,736 | I | See footnote | |
| Class A Common StockF7 | holding | — | — | — | 4,736 | I | See footnote | |
| Class A Common StockF8 | holding | — | — | — | 25,707 | D | ||
| Class A Common StockF9 | holding | — | — | — | 1,814 | D | ||
| Class A Common StockF10 | holding | — | — | — | 6,726 | I | See footnote | |
| Class A Common StockF11 | holding | — | — | — | 3,930 | D | ||
| Class A Common StockF13 | holding | — | — | — | 31,502 | 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 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Class B Common - ConvertibleF13,F27 | $0.00 | holding | — | — | — | Aug 8, 1988 | Aug 8, 1988 | Common Stock | 1,435 | 1,435 | I |
| 2006 Stock Option Grant (right to buy)F14 | $46.37 | holding | — | — | — | Apr 4, 2008 | Apr 4, 2016 | Class A Common | 25,200 | 25,200 | D |
| 2007 Stock Option Grant (right to buy)F15 | $65.35 | holding | — | — | — | Mar 29, 2009 | Mar 29, 2017 | Class A Common | 25,200 | 25,200 | D |
| 2008 Stock Option Grant (right to buy)F16 | $36.38 | holding | — | — | — | Jun 18, 2010 | Jun 18, 2018 | Class A Common | 28,059 | 28,059 | D |
| 2010 Stock Option Grant (right to buy)F17 | $15.89 | holding | — | — | — | Apr 14, 2012 | Apr 14, 2020 | Class A Common | 26,893 | 26,893 | D |
| 2011 Stock Option Grant (right to buy)F18 | $17.72 | holding | — | — | — | Apr 13, 2013 | Apr 13, 2021 | Class A Common | 64,277 | 64,277 | D |
| 2012 Stock Option Grant (right to buy)F19 | $14.74 | holding | — | — | — | Apr 11, 2014 | Apr 11, 2022 | Class A Common | 77,945 | 77,945 | D |
| 2013 Stock Option Grant (right to buy)F20 | $17.60 | holding | — | — | — | Apr 8, 2015 | Apr 8, 2023 | Class A Common | 65,630 | 65,630 | D |
| 2014 Stock Option Grant (right to buy)F21 | $18.73 | holding | — | — | — | Mar 28, 2016 | Mar 28, 2024 | Class A Common | 62,090 | 62,090 | D |
| 2013 Performance SharesF22 | $0.00 | holding | — | — | — | Dec 31, 2016 | Aug 8, 1988 | Class A Common | 38,751 | 38,751 | D |
| 2014 Performance SharesF23 | $0.00 | holding | — | — | — | Dec 31, 2017 | Aug 8, 1988 | Class A Common | 38,441 | 38,441 | D |
| 2015 Performance SharesF24 | $0.00 | holding | — | — | — | Dec 31, 2017 | Aug 8, 1988 | Class A Common | 32,900 | 32,900 | D |
| 2016 Performance SharesF25 | $0.00 | holding | — | — | — | Dec 31, 2018 | Aug 8, 1988 | Class A Common | 50,367 | 50,367 | D |
| 2015 Out Performance SharesF26 | $0.00 | holding | — | — | — | Dec 31, 2017 | Aug 8, 1988 | Class A Common | 50,000 | 50,000 | D |
Explanation of responses
- F1David J. LaRue Trust.
- F10Shares are held by Cindy LaRue (spouse) in street account.
- F11Shares are held by David LaRue & Cindy LaRue Trust account.
- F12Shares are held by transfer agent in a direct registration account. 8,225 shares vested on 3/26/2016, of those 3,903 shares were returned to the Company to cover taxes.
- F13FCE's 401k Plan account, shares are held indirect.
- F142006 Stock Option Grant - 25% exercisable 4/04/2008; 25% exercisable 4/04/2009; and 50% exersicable 4/04/2010.
- F152007 Stock Option Grant - 25% exercisable 3/29/2009; 25% exercisable 3/29/2010; and 50% exercisable 3/29/2011.
- F162008 Stock Option Grant - 25% exercisable 6/18/2010; 25% exercisable 6/18/2011; and 50% exercisable 6/18/2012.
- F172010 Stock Option Grant - 25% exercisable 4/14/2012; 25% exercisable 4/14/2013; and 50% exercisable 4/14/2014.
- F182011 Stock Option Grant - 25% exercisable 4/13/2013; 25% exercisable 4/13/2014; and 50% exercisable 4/13/2015.
- F192012 Stock Option Grant - 25% exercisable 4/11/2014; 25% exercisable 4/11/2015; and 50% exercisable 4/11/2016.
- F2David LaRue Family Trust
- F202013 Stock Option Grant - 25% exercisable 4/08/2015; 25% exercisable 4/08/2016; and 50% exercisable 4/08/2017.
- F212014 Stock Option Grant - 0% exercisable 3/28/2015; 25% exercisable 3/28/2016; 25% exercisable 3/28/2017; and 50% exercisable 3/28/2018.
- F22Performance 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.
- F23Performance 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.
- F24Performance 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.
- F25Performance Shares Award - granted 3/23/2016 - performance period is from January 1, 2016 to December 31, 2018. 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 $20.94 per share. There is no fixed expiration date.
- F26Out Performance Shares Award - granted 3/27/2015 - performance period is from January 1, 2015 to December 31, 2017. Awards will vest 50% on December 31, 2017 and 50% on December 31, 2018 and will be available to the grantee provided that certain performance criteria are met. The actual number of shares earned could range from 0 to 300% of the number of Performance Shares granted. Fair market value on date of grant is $25.31 per share. There is no fixed expiration date.
- F27Stocks are convertible from Class B to Class A on a 1-for-1 basis. There is no exercise or fixed expriation date.
- F32015 Restricted Stock Grant - 25% vest on 3/26/2016; 25% vest on 3/26/2017; and 50% vest on 3/26/2018. 8,225 shares vested on 3/26/2016 and were transferred to DRS account referenced in footnote #12.
- F42016 Restricted Stock Grant - 25% vest on 3/23/2017; 25% vest on 3/23/2018; and 50% vest on 3/23/2019.
- F5Shares held by Andre LaRue, son, Cindy LaRue (spouse) is custodian on the account - Indirect
- F6Shares held by Paul LaRue, son, Cindy LaRue (spouse) is custodian on the account - Indirect
- F7Shares held by Tessa LaRue, daughter,
- F8Shares are held in street account.
- F9Shares held by David LaRue - Roth IRA