SEC Form 4/A · accession 0001532989-15-000002
FOREST CITY ENTERPRISES INC · FCEA/FCEB
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
This is an amendment (Form 4/A). It replaces an earlier filing for the same period.
Reporting owner
Charles D Obert
Officer — Sr VP, Chief Acct Officer
Period of report
Mar 26, 2015
Accepted (ET)
Mar 30, 2015 · 8:37 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 StockF5 | Mar 26, 2015 | A | 5,357 | $0.00 | A | 5,357 | D | |
| Class A Common StockF1 | holding | — | — | — | 3,000 | D | ||
| Class A Common StockF2 | holding | — | — | — | 5,829 | D | ||
| Class A Common StockF3 | holding | — | — | — | 6,664 | D | ||
| Class A Common StockF4 | holding | — | — | — | 6,940 | D | ||
| Class A Common StockF6 | holding | — | — | — | 10,854 | D | ||
| Class A Common StockF7 | holding | — | — | — | 619 | I | 401k Plan |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| 2015 Performance SharesF15 | $0.00 | Mar 26, 2015 | A | 3,357 | A | Dec 31, 2017 | Aug 8, 1988 | Class A Common | 3,357 | 3,357 | D |
| 2015 Out Performance SharesF16 | $0.00 | Mar 27, 2015 | A | 20,000 | A | Dec 31, 2017 | Aug 8, 1988 | Class A Common | 20,000 | 20,000 | D |
| 2006 Stock Option Grant (right to buy)F8 | $46.37 | holding | — | — | — | Apr 4, 2008 | Apr 4, 2016 | Class A Common Stock | 3,200 | 3,200 | D |
| 2007 Stock Option Grant (right to buy)F9 | $65.35 | holding | — | — | — | Mar 29, 2009 | Mar 29, 2017 | Class A Common Stock | 5,000 | 5,000 | D |
| 2010 Stock Option Grant (right to buy)F10 | $15.89 | holding | — | — | — | Apr 14, 2012 | Apr 14, 2020 | Class A Common Stock | 4,000 | 4,000 | D |
| 2011 Stock Option Grant (right to buy)F11 | $17.72 | holding | — | — | — | Apr 13, 2013 | Apr 13, 2021 | Class A Common Stock | 4,000 | 4,000 | D |
| 2012 Performance SharesF12 | $0.00 | holding | — | — | — | Dec 31, 2015 | Aug 8, 1988 | Class A Common | 4,379 | 4,379 | D |
| 2013 Performance SharesF13 | $0.00 | holding | — | — | — | Dec 31, 2016 | Aug 8, 1988 | Class A Common | 3,621 | 3,621 | D |
| 2014 Performance SharesF14 | $0.00 | holding | — | — | — | Dec 31, 2017 | Aug 8, 1988 | Class A Common | 4,271 | 4,271 | D |
Explanation of responses
- F12011 Restricted Stock Grant - 25% vest on 4/13/2013; 25% vest on 4/13/2014; and 50% vest on 4/13/2015.
- F102010 Stock Option Grant - 25% exercisable 4/14/2012; 25% exercisable 4/14/2013; and 50% exercisable 4/14/2014. Adjusting shares to reflect the correct number as reported in the Form 3, error was made in the first Form 4 filing and carried through subsequent filings.
- F112011 Stock Option Grant - 25% exercisable 4/13/2013; 25% exercisable 4/13/2014; and 50% exercisable 4/13/2015.
- F12Performance 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.
- F13Performance 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.
- F14Performance 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.
- F15Performance 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.
- F16Out Performance Shares Award - granted 3/27/2015 - 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 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.
- 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 by transfer agent in a direct registration account.
- F7FCE's 401k Plan account, shares are held indirect.
- F82006 Stock Option Grant - 25% exercisable 4/04/2008; 25% exercisable 4/04/2009; and 50% exersicable 4/04/2010.
- F92007 Stock Option Grant - 25% exercisable 3/29/2009; 25% exercisable 3/29/2010; and 50% exercisable 3/29/2011.
Remarks
Footnote for 2015 Out Performance Share Award Amended to correct Fair Market Value per share on the date of the grant to $25.31.