SEC Form 4 · accession 0001217455-18-000008
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 28, 2018
Accepted (ET)
Mar 29, 2018 · 2:02 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 StockF2 | Mar 28, 2018 | F | 5,145 | $20.21 | D | 0 | D | |
| Class A Common StockF1 | holding | — | — | — | 48,307 | I | See footnote | |
| Class A Common StockF3 | holding | — | — | — | 7,163 | D | ||
| Class A Common StockF4 | holding | — | — | — | 10,015 | D | ||
| Class A Common StockF5 | holding | — | — | — | 14,372 | D | ||
| Class A Common StockF6 | holding | — | — | — | 12,537 | I | See footnote | |
| Class A Common StockF7 | holding | — | — | — | 12,553 | I | See footnote | |
| Class A Common StockF8 | holding | — | — | — | 12,553 | I | See footnote | |
| Class A Common StockF9 | holding | — | — | — | 255,155 | 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)F10 | $36.38 | holding | — | — | — | Jun 18, 2010 | Jun 18, 2018 | Class A Common | 28,059 | 28,059 | D |
| 2009 Stock Option Grant (right to buy)F11 | $7.80 | holding | — | — | — | Apr 21, 2011 | Apr 21, 2019 | Class A Common | 7,011 | 7,011 | D |
| 2010 Stock Option Grant (right to buy)F12 | $15.89 | holding | — | — | — | Apr 14, 2012 | Apr 14, 2020 | Class A Common | 26,893 | 26,893 | D |
| 2011 Stock Option Grant (right to buy)F13 | $17.72 | holding | — | — | — | Apr 13, 2013 | Apr 13, 2021 | Class A Common | 38,547 | 38,547 | D |
| 2012 Stock Option Grant (right to buy)F14 | $14.74 | holding | — | — | — | Apr 11, 2014 | Apr 11, 2022 | Class A Common | 39,694 | 39,694 | D |
| 2013 Stock Option Grant (right to buy)F15 | $17.60 | holding | — | — | — | Apr 8, 2015 | Apr 8, 2023 | Class A Common | 33,422 | 33,422 | D |
| 2014 Stock Option Grant (right to buy)F16 | $18.73 | holding | — | — | — | Mar 28, 2016 | Mar 28, 2024 | Class A Common | 31,620 | 31,620 | D |
| 2016 Performance SharesF17 | $0.00 | holding | — | — | — | Dec 31, 2018 | Aug 8, 1988 | Class A Common | 21,489 | 21,489 | D |
| 2017 Performance SharesF18 | $0.00 | holding | — | — | — | Dec 31, 2019 | Aug 8, 1988 | Class A Common | 20,029 | 20,029 | D |
| 2018 Performance SharesF19 | $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.
- F102008 Stock Option Grant - 25% exercisable 6/18/2010; 25% exercisable 6/18/2011; and 50% exercisable 6/18/2012.
- F112009 Stock Option Grant - 25% exercisable 4/21/2011; 25% exercisable 4/21/2012; and 50% exercisable 4/21/2013.
- F122010 Stock Option Grant - 25% exercisable 4/14/2012; 25% exercisable 4/14/2013; and 50% exercisable 4/14/2014.
- F132011 Stock Option Grant - 25% exercisable 4/13/2013; 25% exercisable 4/13/2014; and 50% exercisable 4/13/2015.
- F142012 Stock Option Grant - 25% exercisable 4/11/2014; 25% exercisable 4/11/2015; and 50% exercisable 4/11/2016.
- F152013 Stock Option Grant - 25% exercisable 4/08/2015; 25% exercisable 4/08/2016; and 50% exercisable 4/08/2017.
- F162014 Stock Option Grant - 25% exercisable 3/28/2016; 25% exercisable 3/28/2017; and 50% exercisable 3/28/2018.
- F17Performance 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.
- F18Performance 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.
- F19Performance 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.
- F22014 Restricted Stock Grant - 25% vest on 3/28/2016; 25% vest on 3/28/2017; and 50% vest on 3/28/2018.
- F32016 Restricted Stock Grant - 25% vest on 3/23/2017; 25% vest on 3/23/2018; and 50% vest on 3/23/2019.
- F42017 Restricted Stock Grant - 25% vest on 3/24/2018; 25% vest on 3/24/2019; and 50% vest on 3/24/2020.
- F52018 Restricted Stock Grant - 25% vest on 3/24/2019; 25% vest on 3/24/2020; and 50% vest on 3/24/2021.
- F6Shares held by Robert L. O'Brien, son - Indirect
- F7Shares held by Kathleen G. O'Brien, daughter - Indirect
- F8Shares held by Sara F. O'Brien, daughter - Indirect
- F9Shares are held by Robert & Ann (wife) O'Brien in a street account. 11,345 shares vested on 3/28/2018, of which 5,145 shares were returned to the Company to cover taxes and balance of the shares were transferred to this account.