SEC Form 4 · accession 0001661556-18-000006

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

Mar 23, 2018

Accepted (ET)

Mar 27, 2018 · 3:58 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
Class A Common Stock^F2	Mar 26, 2018	F	1,344	$19.96	D	0	D
Class A Common Stock^F3	Mar 23, 2018	F	1,089	$19.90	D	5,969	D
Class A Common Stock^F4	Mar 24, 2018	F	1,299	$19.90	D	8,589	D
Class A Common Stock^F1	holding	—	—		—	4,149	D
Class A Common Stock^F5	holding	—	—		—	112,206	D
Class A Common Stock^F6	holding	—	—		—	22,596	D
Class A Common Stock^F7	holding	—	—		—	9,607	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)^F8	$36.38	holding	—	—	—	Jun 18, 2010	Jun 18, 2018	Class A Common	7,107	7,107	D
2016 Performance Shares^F9	$0.00	holding	—	—	—	Dec 31, 2018	Aug 8, 1988	Class A Common	17,908	17,908	D
2017 Performance Shares^F10	$0.00	holding	—	—	—	Dec 31, 2019	Aug 8, 1988	Class A Common	17,178	17,178	D
2018 Performance Shares^F11	$0.00	holding	—	—	—	Dec 31, 2020	Aug 8, 1988	Class A Common	18,310	18,310	D

Explanation of responses

F12014 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.
F10Performance 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.
F11Performance 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.
F22015 Restricted Stock Grant - 25% vest on 3/26/2016; 25% vest on 3/26/2017; and 50% vest on 3/26/2018.
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 are held by transfer agent in a direct registration account.2,985 shares vested on 3/23/2018, of which 1,089 shares were returned to the Company to cover taxes and the balance of the shares were transferred to this account. 2,863 shares vested on 3/24/2018, of which 1,299 shares were returned to the Company to cover taxes and the balance of the shares were transferred to this account. 2,963 shares vested on 3/26/2018, of which 1,344 shares were returned to the Company to cover taxes and the balance of the shares were transferred to this account.
F7Shares held in street account.
F82008 Stock Option Grant - 25% exercisable 6/18/2010; 25% exercisable 6/18/2011; and 50% exercisable 6/18/2012.
F9Performance 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.