SEC Form 4 · accession 0001217453-15-000002

FOREST CITY ENTERPRISES INC · FCEA/FCEB

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

Reporting owner

Linda M Kane

Officer — Sr VP & Treasurer

Period of report

Aug 20, 2015

Accepted (ET)

Aug 24, 2015 · 2:57 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0000038067

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Class A Common Stock^F6	Aug 20, 2015	M	5,437	$15.89	A	11,057	D
Class A Common Stock^F6	Aug 20, 2015	M	6,213	$17.72	A	17,270	D
Class A Common Stock^F1	holding	—	—		—	2,064	I	401k Plan
Class A Common Stock^F2	holding	—	—		—	2,562	D
Class A Common Stock^F3	holding	—	—		—	3,283	D
Class A Common Stock^F4	holding	—	—		—	4,128	D
Class A Common Stock^F5	holding	—	—		—	3,235	D

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
2010 Stock Option Grant (right to buy)^F11	$15.89	Aug 20, 2015	M	5,437	D	Apr 14, 2012	Apr 14, 2020	Class A Common	5,437	0	D
2011 Stock Option Grant (right to buy)^F12	$17.72	Aug 20, 2015	M	6,213	D	Apr 13, 2013	Apr 13, 2021	Class A Common	6,213	0	D
2005 Stock Option Grant (right to buy)^F7	$31.75	holding	—	—	—	Apr 6, 2007	Apr 6, 2015	Class A Common	11,250	11,250	D
2006 Stock Option Grant (right to buy)^F8	$46.37	holding	—	—	—	Apr 4, 2008	Apr 4, 2016	Class A Common	15,000	15,000	D
2007 Stock Option Grant (right to buy)^F9	$65.35	holding	—	—	—	Mar 29, 2009	Mar 29, 2017	Class A Common	15,000	15,000	D
2008 Stock Option Grant (right to buy)^F10	$36.38	holding	—	—	—	Jun 18, 2010	Jun 18, 2018	Class A Common	6,522	6,522	D
Class B Common - Convertible^F13,F19,F18	$0.00	holding	—	—	—	Aug 8, 1988	Aug 8, 1988	Common Stock	1,735	1,735	I
2012 Performance Shares^F14	$0.00	holding	—	—	—	Dec 31, 2015	Aug 8, 1988	Class A Common	5,124	5,124	D
2013 Performance Shares^F15	$0.00	holding	—	—	—	Dec 31, 2016	Aug 8, 1988	Class A Common	4,146	4,146	D
2014 Performance Shares^F16	$0.00	holding	—	—	—	Dec 31, 2017	Aug 8, 1988	Class A Common	4,128	4,128	D
2015 Performance Shares^F17	$0.00	holding	—	—	—	Dec 31, 2017	Aug 8, 1988	Class A Common	3,235	3,235	D

Explanation of responses

F1Class A Common Stock - 401k account - Held Indirect.
F102008 Stock Option Grant - 25% exercisable 6/18/2010; 25% exercisable 6/18/2011; and 50% exercisable 6/18/2012.
F112010 Stock Option Grant - 25% exercisable 4/14/2012; 25% exercisable 4/14/2013; and 50% exercisable 4/14/2014.
F122011 Stock Option Grant - 25% exercisable 4/13/2013; 25% exercisable 4/13/2014; and 50% exercisable 4/13/2015.
F13Stocks are convertible from Class B to Class A on a 1-for-1 basis.
F14Performance 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. There is no fixed expiration date.
F15Performance 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.
F16Performance 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.
F17Performance 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.
F18Immediate - stocks are convertible at any time, there is no fixed exercisable date or expiration date.
F19Class B Common Stock - 401k account - Held indirect.
F22012 Restricted Stock Grant - 25% vest on 4/11/2014; 25% vest on 4/11/2015; and 50% vest on 4/11/2016.
F32013 Restricted Stock Grant - 25% vest on 4/08/2015; 25% vest on 4/08/2016; and 50% vest on 4/08/2017.
F42014 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.
F52015 Restricted Stock Grant - 25% vest on 3/26/2016; 25% vest on 3/26/2017; and 50% vest on 3/26/2018.
F6Shares are held in a street account. 1,964 restricted shares vested 4/13/2015 and were moved to this account; 1,281 restricted shares vested 4/11/2015 and were moved to this account; and 1,094 restricted shares vested 4/08/2015 and were moved to this account.
F72005 Stock Option Grant - 25% exercisable 4/06/2007; 25% exercisable 4/06/2008; and 50% exersicable 4/06/2009.
F82006 Stock Option Grant - 25% exercisable on 4/04/2008; 25% exercisable on 4/04/2009; and 50% exersicable on 4/04/2010.
F92007 Stock Option Grant - 25% exercisable 3/29/2009; 25% exercisable 3/29/2010; and 50% exercisable 3/29/2011.