SEC Form 4 · accession 0001217455-15-000005
FOREST CITY ENTERPRISES INC · FCEA/FCEB
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Robert G Obrien
Officer — Exec VP & CFO
Period of report
Dec 21, 2015
Accepted (ET)
Dec 23, 2015 · 10:59 am EST
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 StockF2 | Dec 22, 2015 | G | 10,284 | $0.00 | D | 61,271 | I | See footnote |
| Class A Common StockF10 | Dec 21, 2015 | M | 7,019 | $7.80 | A | 148,041 | D | |
| Class A Common StockF10 | Dec 21, 2015 | M | 9,142 | $15.89 | A | 157,183 | D | |
| Class A Common StockF10 | Dec 21, 2015 | M | 5,643 | $17.72 | A | 162,826 | D | |
| Class A Common StockF1 | holding | — | — | — | 29,166 | I | See footnote | |
| Class A Common StockF3 | holding | — | — | — | 28,833 | D | ||
| Class A Common StockF4 | holding | — | — | — | 36,222 | D | ||
| Class A Common StockF5 | holding | — | — | — | 22,690 | D | ||
| Class A Common StockF6 | holding | — | — | — | 32,601 | D | ||
| Class A Common StockF7 | holding | — | — | — | 11,127 | I | See footnote | |
| Class A Common StockF8 | holding | — | — | — | 11,143 | I | See footnote | |
| Class A Common StockF9 | holding | — | — | — | 11,143 | I | See footnote |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| 2009 Stock Option Grant (right to buy)F14 | $7.80 | Dec 21, 2015 | M | 7,019 | D | Apr 21, 2011 | Apr 21, 2019 | Class A Common | 14,030 | 7,011 | D |
| 2010 Stock Option Grant (right to buy)F15 | $15.89 | Dec 21, 2015 | M | 9,142 | D | Apr 14, 2012 | Apr 14, 2020 | Class A Common | 36,035 | 26,893 | D |
| 2011 Stock Option Grant (right to buy)F16 | $17.72 | Dec 21, 2015 | M | 5,643 | D | Apr 13, 2013 | Apr 13, 2021 | Class A Common | 44,190 | 38,547 | D |
| 2006 Stock Option Grant (right to buy)F11 | $46.37 | holding | — | — | — | Apr 4, 2008 | Apr 4, 2016 | Class A Common | 25,200 | 25,200 | D |
| 2007 Stock Option Grant (right to buy)F12 | $65.35 | holding | — | — | — | Mar 29, 2009 | Mar 29, 2017 | Class A Common | 25,200 | 25,200 | D |
| 2008 Stock Option Grant (right to buy)F13 | $36.38 | holding | — | — | — | Jun 18, 2010 | Jun 18, 2018 | Class A Common | 28,059 | 28,059 | D |
| 2012 Stock Option Grant (right to buy)F17 | $14.74 | holding | — | — | — | Apr 11, 2014 | Apr 11, 2022 | Class A Common | 39,694 | 39,694 | D |
| 2013 Stock Option Grant (right to buy)F18 | $17.60 | holding | — | — | — | Apr 8, 2015 | Apr 8, 2023 | Class A Common | 33,422 | 33,422 | D |
| 2014 Stock Option Grant (right to buy)F19 | $18.73 | holding | — | — | — | Mar 28, 2016 | Mar 28, 2024 | Class A Common | 31,620 | 31,620 | D |
| 2012 Performance SharesF20 | $0.00 | holding | — | — | — | Dec 31, 2015 | Aug 8, 1988 | Class A Common | 24,875 | 24,875 | D |
| 2013 Performance SharesF21 | $0.00 | holding | — | — | — | Dec 31, 2016 | Aug 8, 1988 | Class A Common | 19,734 | 19,734 | D |
| 2014 Performance SharesF22 | $0.00 | holding | — | — | — | Dec 31, 2017 | Aug 8, 1988 | Class A Common | 19,576 | 19,576 | D |
| 2015 Performance SharesF23 | $0.00 | holding | — | — | — | Dec 31, 2017 | Aug 8, 1988 | Class A Common | 15,339 | 15,339 | D |
| 2015 Out Performance SharesF24 | $0.00 | holding | — | — | — | Dec 31, 2017 | Aug 8, 1988 | Class A Common | 40,000 | 40,000 | D |
Explanation of responses
- F12013 GRAT for Robert G. O'Brien.
- F10Shares are held by Robert & Ann (wife) O'Brien in a street account at Commonwealth.
- F112006 Stock Option Grant - 25% exercisable 4/04/2008; 25% exercisable 4/04/2009; and 50% exersicable 4/04/2010.
- F122007 Stock Option Grant - 25% exercisable 3/29/2009; 25% exercisable 3/29/2010; and 50% exercisable 3/29/2011.
- F132008 Stock Option Grant - 25% exercisable 6/18/2010; 25% exercisable 6/18/2011; and 50% exercisable 6/18/2012.
- F142009 Stock Option Grant - 25% exercisable 4/21/2011; 25% exercisable 4/21/2012; and 50% exercisable 4/21/2013.
- F152010 Stock Option Grant - 25% exercisable 4/14/2012; 25% exercisable 4/14/2013; and 50% exercisable 4/14/2014.
- F162011 Stock Option Grant - 25% exercisable 4/13/2013; 25% exercisable 4/13/2014; and 50% exercisable 4/13/2015.
- F172012 Stock Option Grant - 25% exercisable 4/11/2014; 25% exercisable 4/11/2015; and 50% exercisable 4/11/2016.
- F182013 Stock Option Grant - 25% exercisable 4/08/2015; 25% exercisable 4/08/2016; and 50% exercisable 4/08/2017.
- F192014 Stock Option Grant - 0% exercisable 3/28/2015; 25% exercisable 3/28/2016; 25% exercisable 3/28/2017; and 50% exercisable 3/28/2018.
- F2Robert G. O'Brien Trust - account with Schwab .
- F20Performance 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.
- F21Performance 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.
- F22Performance 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.
- F23Performance 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.
- F24Out 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.
- F32012 Restricted Stock Grant - 25% vest on 4/11/2014; 25% vest on 4/11/2015; and 50% vest on 4/11/2016.
- F42013 Restricted Stock Grant - 25% vest on 4/08/2015; 25% vest on 4/08/2016; and 50% vest on 4/08/2017.
- F52014 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.
- F62015 Restricted Stock Grant - 25% vest on 3/26/2016; 25% vest on 3/26/2017; and 50% vest on 3/26/2018.
- 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