SEC Form 4 · accession 0001144204-18-000533
Trinity Place Holdings Inc. · TPHS
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Matthew Messinger
Officer — President and CEO · Director
Period of report
Dec 29, 2017
Accepted (ET)
Jan 3, 2018 · 4:31 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000724742
Table I — non-derivative securities
No Table I lines on this filing.
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF1,F2 | — | Dec 29, 2017 | A | 30,000 | A | — | — | Common Stock | 30,000 | 30,000 | D |
Explanation of responses
- F1Each restricted stock unit ("RSU") converts into one share of common stock of Trinity Place Holdings Inc. (the "Issuer").
- F210,000 of the RSUs will vest on each of December 31, 2018, 2019 and 2020, subject to the reporting person's continued employment on the applicable vesting dates; provided that all of the RSUs will automatically vest in the event of a termination of the reporting person's employment without cause or his resignation for good reason, and in the event of a termination of the reporting person's employment due to death or disability, 10,000 of the RSUs will automatically vest upon such termination. One share of common stock will be distributed to the reporting person with respect to each vested RSU during the thirty (30) day period following December 31, 2020 or, if earlier, upon the reporting person's termination of employment for any reason (or six months after termination, to the extent required under Internal Revenue Code Section 409A).