SEC Form 4 · accession 0001179110-17-013153
MACK CALI REALTY CORP · CLI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Michael J. DeMarco
Officer — Chief Executive Officer
Period of report
Oct 3, 2017
Accepted (ET)
Oct 5, 2017 · 4:04 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000924901
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF1,F2,F3 | Oct 3, 2017 | A | 56 | $0.00 | A | 19,710 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Performance Stock UnitsF4,F6,F5 | $0.00 | Oct 3, 2017 | A | 505 | A | — | — | Common Stock | 505 | 60,192 | D |
Explanation of responses
- F1On June 5, 2015 (the "Grant Date"), the reporting person was issued 18,775.27 restricted stock units ("RSUs") which shall vest in three equal, annual installments commencing June 5, 2016. Each RSU represents a contingent right to receive one share of common stock of Mack-Cali Realty Corporation (the "Company"). Dividend equivalent rights accrue with respect to these RSUs when and as dividends are paid on the Company's common stock. On October 3, 2017, the record date for the Company's quarterly dividend on its common stock (the "Dividend Record Date"), 56.13 dividend equivalent rights at $23.63 per RSU were credited to the reporting person's account.
- F2The RSUs attributable to dividend equivalents shall vest when, and to the extent, the underlying RSUs are vested.
- F3Reported amount includes 13,022 vested RSUs that have been settled in shares of common stock and 6,688.04 unvested RSUs (including unvested dividend equivalents with respect to such unvested RSUs).
- F4On the Grant Date, the reporting person was granted 56,325.82 performance stock units ("PSUs") which shall vest based on the degree to which a relative total shareholder return target is attained for the three year performance period commencing on the Grant Date. Each PSU represents a contingent right to receive one share of the Company's common stock. Dividend equivalent rights accrue with respect to these PSUs when and as dividends are paid on the Company's common stock. On the Dividend Record Date, 505.18 dividend equivalent rights at $23.63 per PSU were credited to the reporting person's account.
- F5The PSUs attributable to dividend equivalents shall vest when, and to the extent, the underlying PSUs are vested.
- F6Reported amounts exclude the following securities directly beneficially owned by the reporting person: (i) options to purchase 400,000 shares of the Company's common stock, (ii) 118,989 Class A LTIP Units of the Operating Partnership, (iii) 23,041 Class B LTIP Units of the Operating Partnership, (iv) 196,482 Class C LTIP Units of the Operating Partnership, and (v) 32,443 Class D LTIP Units of the Operating Partnership. Subject to certain vesting conditions, all classes of LTIP Units of the Operating Partnership may be converted to Common Units on a one-for-one basis, which are redeemable for shares of common stock of the Company on a one-for-one basis.