SEC Form 4 · accession 0001217455-18-000006

Forest City Realty Trust, Inc. · FCEA

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Robert G. O'Brien

Officer — Exec VP & CFO

Period of report

Mar 23, 2018

Accepted (ET)

Mar 27, 2018 · 4:23 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 Stock^F3	Mar 26, 2018	F	7,393	$19.96	D	0	D
Class A Common Stock^F4	Mar 23, 2018	F	1,625	$19.90	D	7,163	D
Class A Common Stock^F5	Mar 24, 2018	F	1,514	$19.90	D	10,015	D
Class A Common Stock^F1	holding	—	—		—	48,307	I	See footnote
Class A Common Stock^F2	holding	—	—		—	11,345	D
Class A Common Stock^F6	holding	—	—		—	14,372	D
Class A Common Stock^F7	holding	—	—		—	12,537	I	See footnote
Class A Common Stock^F8	holding	—	—		—	12,553	I	See footnote
Class A Common Stock^F9	holding	—	—		—	12,553	I	See footnote
Class A Common Stock^F10	holding	—	—		—	248,955	D

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
2008 Stock Option Grant (right to buy)^F11	$36.38	holding	—	—	—	Jun 18, 2010	Jun 18, 2018	Class A Common	28,059	28,059	D
2009 Stock Option Grant (right to buy)^F12	$7.80	holding	—	—	—	Apr 21, 2011	Apr 21, 2019	Class A Common	7,011	7,011	D
2010 Stock Option Grant (right to buy)^F13	$15.89	holding	—	—	—	Apr 14, 2012	Apr 14, 2020	Class A Common	26,893	26,893	D
2011 Stock Option Grant (right to buy)^F14	$17.72	holding	—	—	—	Apr 13, 2013	Apr 13, 2021	Class A Common	38,547	38,547	D
2012 Stock Option Grant (right to buy)^F15	$14.74	holding	—	—	—	Apr 11, 2014	Apr 11, 2022	Class A Common	39,694	39,694	D
2013 Stock Option Grant (right to buy)^F16	$17.60	holding	—	—	—	Apr 8, 2015	Apr 8, 2023	Class A Common	33,422	33,422	D
2014 Stock Option Grant (right to buy)^F17	$18.73	holding	—	—	—	Mar 28, 2016	Mar 28, 2024	Class A Common	31,620	31,620	D
2016 Performance Shares^F18	$0.00	holding	—	—	—	Dec 31, 2018	Aug 8, 1988	Class A Common	21,489	21,489	D
2017 Performance Shares^F19	$0.00	holding	—	—	—	Dec 31, 2019	Aug 8, 1988	Class A Common	20,029	20,029	D
2018 Performance Shares^F20	$0.00	holding	—	—	—	Dec 31, 2020	Aug 8, 1988	Class A Common	21,558	21,558	D

Explanation of responses

F1Robert G. O'Brien Trust.
F10Shares are held by Robert & Ann (wife) O'Brien in a street account. 3,582 shares vested on 3/23/2018, of which 1,625 shares were returned to the Company to cover taxes and balance of the shares were transferred to this account. 3,338 shares vested on 3/24/2018, of which 1,514 shares were returned to the Company to cover taxes and the balance of the shares were transferred to this account. 16,301 shares vested on 3/26/2018, of which 7,393 shares were returned to the Company to cover taxes and balance of the shares were transferred to this account.
F112008 Stock Option Grant - 25% exercisable 6/18/2010; 25% exercisable 6/18/2011; and 50% exercisable 6/18/2012.
F122009 Stock Option Grant - 25% exercisable 4/21/2011; 25% exercisable 4/21/2012; and 50% exercisable 4/21/2013.
F132010 Stock Option Grant - 25% exercisable 4/14/2012; 25% exercisable 4/14/2013; and 50% exercisable 4/14/2014.
F142011 Stock Option Grant - 25% exercisable 4/13/2013; 25% exercisable 4/13/2014; and 50% exercisable 4/13/2015.
F152012 Stock Option Grant - 25% exercisable 4/11/2014; 25% exercisable 4/11/2015; and 50% exercisable 4/11/2016.
F162013 Stock Option Grant - 25% exercisable 4/08/2015; 25% exercisable 4/08/2016; and 50% exercisable 4/08/2017.
F172014 Stock Option Grant - 25% exercisable 3/28/2016; 25% exercisable 3/28/2017; and 50% exercisable 3/28/2018.
F18Performance 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.
F19Performance Shares Award - granted 3/24/2017 - performance period is from January 1, 2017 to December 31, 2019. 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 $21.83 per share. There is no fixed expiration date.
F22014 Restricted Stock Grant - 25% vest on 3/28/2016; 25% vest on 3/28/2017; and 50% vest on 3/28/2018.
F20Performance Shares Award - granted 3/20/2018 - performance period is from January 1, 2018 to December 31, 2020. 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 $20.89 per share. There is no fixed expiration date.
F32015 Restricted Stock Grant - 25% vest on 3/26/2016; 25% vest on 3/26/2017; and 50% vest on 3/26/2018.
F42016 Restricted Stock Grant - 25% vest on 3/23/2017; 25% vest on 3/23/2018; and 50% vest on 3/23/2019.
F52017 Restricted Stock Grant - 25% vest on 3/24/2018; 25% vest on 3/24/2019; and 50% vest on 3/24/2020.
F62018 Restricted Stock Grant - 25% vest on 3/24/2019; 25% vest on 3/24/2020; and 50% vest on 3/24/2021.
F7Shares held by Robert L. O'Brien, son - Indirect
F8Shares held by Kathleen G. O'Brien, daughter - Indirect
F9Shares held by Sara F. O'Brien, daughter - Indirect