SEC Form 4 · accession 0001127602-15-034524
VIVMARK RESIDENTIAL · VMRK
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
David J Neithercut
Officer — President & CEO · Director
Period of report
Dec 16, 2015
Accepted (ET)
Dec 17, 2015 · 6:16 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000906107
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Shares Of Beneficial InterestF1 | Nov 25, 2015 | G | 3,500 | $0.00 | D | 41,505 | I | Trust (fbo wife) |
| Common Shares Of Beneficial InterestF1 | Nov 25, 2015 | G | 2,500 | $0.00 | D | 39,005 | I | Trust (fbo wife) |
| Common Shares Of Beneficial InterestF2 | Dec 16, 2015 | M | 116,519 | $38.57 | A | 119,393 | I | Family Limited Partnership |
| Common Shares Of Beneficial InterestF3,F2 | Dec 16, 2015 | S | 116,519 | $80.03 | D | 2,874 | I | Family Limited Partnership |
| Common Shares Of Beneficial Interest | Dec 17, 2015 | S | 2,039 | $80.58 | D | 0 | I | SERP Account |
| Common Shares Of Beneficial InterestF4 | holding | — | — | — | 2,615 | I | 401(k) Plan | |
| Common Shares Of Beneficial InterestF5 | holding | — | — | — | 32,148 | I | Grantor Trust (fbo daughter) | |
| Common Shares Of Beneficial InterestF6 | holding | — | — | — | 32,148 | I | Grantor Trust (fbo son) | |
| Common Shares Of Beneficial InterestF7 | holding | — | — | — | 40,000 | I | Trust (fbo Wife) | |
| Common Shares Of Beneficial InterestF8 | holding | — | — | — | 1,802 | I | Trust (fbo wife) |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Non-qualified Stock Option (Right to Buy)F9 | $38.57 | Dec 16, 2015 | M | 116,519 | D | — | Feb 7, 2018 | Common Shares Of Beneficial Interest | 116,519 | 0 | I |
Explanation of responses
- F1Represents shares beneficially owned by a trust for the benefit of the reporting person's wife. The reporting person is the sole trustee of this trust and, as such, may be deemed the beneficial owner of these shares. Excludes 40,000 shares that were previously reported as owned by this Trust which were transferred to a different Trust (fbo wife).
- F2Represents shares beneficially owned by a family limited partnership, of which the reporting person is the general partner.
- F3The price represents the weighted average price of the shares sold. The shares were sold within a range of $80.00 to $80.12. The reporting person will provide, upon request by the SEC staff, the issuer, or any security holder of the issuer, full information regarding the number of shares sold at each separate price.
- F4Represents shares acquired through profit sharing contributions and dividend reinvestment activity in the reporting person's account with the Equity Residential Advantage 401(k) Retirement Savings Plan, a plan qualified under Section 401(k) of the Internal Revenue Code of 1986, as amended. Such shares represent acquisitions through October 12, 2015.
- F5Represents shares beneficially owned by a trust for the benefit of the reporting person's daughter. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report is not an admission that the reporting person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.
- F6Represents shares beneficially owned by a trust for the benefit of the reporting person's son. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report is not an admission that the reporting person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.
- F7Represents shares beneficially owned by a trust for the benefit of the reporting person's wife. The reporting person is the sole trustee of this trust and, as such, may be deemed the beneficial owner of these shares.
- F8Represents shares beneficially owned by a trust for the benefit of the reporting person's wife. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report is not an admission that the reporting person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.
- F9Represents share options scheduled to vest in approximately three equal installments on February 7, 2009, February 7, 2010 and February 7, 2011.