SEC Form 4 · accession 0001661556-16-000002
Forest City Realty Trust, Inc. · FCEA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Duane F Bishop Jr.
Officer — Exec VP & COO
Period of report
Feb 17, 2016
Accepted (ET)
Mar 2, 2016 · 5:52 pm EST
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 StockF9,F5 | Feb 17, 2016 | M | 10,572 | $0.00 | A | 20,179 | D | |
| Class A Common StockF5 | Feb 17, 2016 | F | 3,473 | $17.91 | D | 16,706 | D | |
| Class A Common StockF1 | holding | — | — | — | 4,240 | D | ||
| Class A Common StockF2 | holding | — | — | — | 5,487 | D | ||
| Class A Common StockF3 | holding | — | — | — | 8,297 | D | ||
| Class A Common StockF4 | holding | — | — | — | 5,926 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| 2012 Performance SharesF9 | $0.00 | Feb 17, 2016 | M | 10,572 | D | Dec 31, 2015 | Aug 8, 1988 | Class A Common | 8,480 | 0 | D |
| 2006 Stock Option Grant (right to buy)F6 | $46.37 | holding | — | — | — | Apr 4, 2008 | Apr 4, 2016 | Class A Common Stock | 10,000 | 10,000 | D |
| 2007 Stock Option Grant (right to buy)F7 | $65.35 | holding | — | — | — | Mar 29, 2009 | Mar 29, 2017 | Class A Common Stock | 10,000 | 10,000 | D |
| 2008 Stock Option Grant (right to buy)F8 | $36.38 | holding | — | — | — | Jun 18, 2010 | Jun 18, 2018 | Class A Common | 7,107 | 7,107 | D |
| 2013 Performance SharesF10 | $0.00 | holding | — | — | — | Dec 31, 2016 | Aug 8, 1988 | Class A Common | 6,929 | 6,929 | D |
| 2014 Performance SharesF11 | $0.00 | holding | — | — | — | Dec 31, 2017 | Aug 8, 1988 | Class A Common | 8,259 | 8,259 | D |
| 2015 Performance SharesF12 | $0.00 | holding | — | — | — | Dec 31, 2017 | Aug 8, 1988 | Class A Common | 5,926 | 5,926 | D |
| 2015 Out Performance SharesF13 | $0.00 | holding | — | — | — | Dec 31, 2017 | Aug 8, 1988 | Class A Common | 32,000 | 32,000 | D |
Explanation of responses
- F12012 Restricted Stock Grant - 25% vest on 4/11/2014; 25% vest on 4/11/2015; and 50% vest on 4/11/2016.
- F10Performance 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.
- F11Performance 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.
- F12Performance 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.
- F13Out 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.
- F22013 Restricted Stock Grant - 25% vest on 4/08/2015; 25% vest on 4/08/2016; and 50% vest on 4/08/2017.
- F32014 Restricted Stock Grant - 0% vest on 3/28/2015; 25% vest on 3/28/2016; 25% vest on 3/28/2017; and 50% vest on 3/28/2018.
- F42015 Restricted Stock Grant - 25% vest on 3/26/2016; 25% vest on 3/26/2017; and 50% vest on 3/26/2018.
- F5Shares are held by transfer agent in a direct registration account. The 2012 Performance Share Award vested 2/17/2016, there were a total of 10,572 shares received, of those 3,473 shares were returned to the Company for taxes.
- F62006 Stock Option Grant - 25% exercisable 4/04/2008; 25% exercisable 4/04/2009; and 50% exersicable 4/04/2010.
- F72007 Stock Option Grant - 25% exercisable 3/29/2009; 25% exercisable 3/29/2010; and 50% exercisable 3/29/2011.
- F82008 Stock Option Grant - 25% exercisable 6/18/2010; 25% exercisable 6/18/2011; and 50% exercisable 6/18/2012.
- F9Performance 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.