Statement of Changes in Beneficial Ownership (4)
June 23 2017 - 4:18PM
Edgar (US Regulatory)
FORM 4
[
X
]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
Estimated average burden
hours per response...
0.5
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
ROSS STAN
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2. Issuer Name
and
Ticker or Trading Symbol
Forest City Realty Trust, Inc.
[
FCEA/FCEB
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director
_____ 10% Owner
_____ Officer (give title below)
__
X
__ Other (specify below)
Former Director
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(Last)
(First)
(Middle)
2029 CENTURY PARK EAST, SUITE 1530
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3. Date of Earliest Transaction
(MM/DD/YYYY)
6/23/2017
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(Street)
LOS ANGELES, CA 90067
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_
X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Class A Common Stock
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3/24/2017
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A
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5726
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A
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$0
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5726
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D
(1)
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Class A Common Stock
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54859
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D
(2)
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Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3)
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2. Conversion or Exercise Price of Derivative Security
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3. Trans. Date
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3A. Deemed Execution Date, if any
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4. Trans. Code
(Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
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8. Price of Derivative Security
(Instr. 5)
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
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11. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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2006 Stock Option Grant (right to buy)
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$46.37
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4/4/2008
(3)
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4/4/2016
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Class A Common
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10800
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10800
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D
(3)
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2007 Stock Option Grant (right to buy)
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$65.35
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3/29/2009
(4)
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3/29/2017
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Class A Common
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10800
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10800
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D
(4)
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2008 Stock Option Grant (right to buy)
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$37.68
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4/7/2009
(5)
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4/7/2018
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Class A Common
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5319
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5319
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D
(5)
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2010 Stock Option Grant (right to buy)
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$15.89
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4/14/2011
(6)
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4/14/2020
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Class A Common
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2001
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2001
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D
(6)
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2011 Stock Option Grant (right to buy)
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$17.72
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4/13/2012
(7)
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4/13/2021
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Class A Common
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2231
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2231
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D
(7)
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2012 Stock Option Grant (right to buy)
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$14.74
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4/11/2013
(8)
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4/11/2022
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Class A Common
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6625
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6625
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D
(8)
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2013 Stock Option Grant (right to buy)
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$17.60
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4/8/2014
(9)
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4/8/2023
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Class A Common
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4557
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4557
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D
(9)
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2014 Stock Option Grant (right to buy)
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$18.73
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3/28/2015
(10)
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3/28/2024
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Class A Common
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4743
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4743
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D
(10)
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2015 Stock Option Grant (right to buy)
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$24.62
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3/26/2016
(11)
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3/26/2025
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Class A Common
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7060
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7060
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D
(11)
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2016 Stock Option Grant (right to buy)
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$20.94
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3/23/2017
(12)
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3/23/2026
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Class A Common
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12510
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12510
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D
(12)
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Phantom Stock Dividend Equivalent Rights
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$0
(15)
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6/23/2017
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A
(15)
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V
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46.961
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8/8/1988
(13)
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8/8/1988
(14)
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Class A Common
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12627.201
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$24.20
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12674.162
(15)
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D
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Explanation of Responses:
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(1)
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2017 Restricted Stock Grant - 100% vest on 3/24/2018.
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(2)
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Shares held direct in street account. 2,984 restricted shares vested on 3/23/2017 and were transferred to this account.
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(3)
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2006 Stock Option Grant - 25% exercisable 4/04/2008; 25% exercisable 4/04/2009; and 50% exersicable 4/04/2010.
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(4)
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2007 Stock Option Grant - 25% exercisable 3/29/2009; 25% exercisable 3/29/2010; and 50% exercisable 3/29/2011.
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(5)
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2008 Stock Option Grant - 33.33% exercisable 4/07/2009; 33.33% exercisable 4/07/2010; and 33.33% exercisable 4/07/2011.
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(6)
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2010 Stock Option Grant - 33.33% exercisable 4/14/2011; 33.33% exercisable 4/14/2012; and 33.33% exercisable 4/14/2013.
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(7)
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2011 Stock Option Grant - 33.33% exercisable 4/13/2012; 33.33% exercisable 4/13/2013; and 33.33% exercisable 4/13/2014.
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(8)
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2012 Stock Option Grant - 33.33% exercisable 4/11/2013; 33.33% exercisable 4/11/2014; and 33.33% exercisable 4/11/2015.
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(9)
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2013 Stock Option Grant - 33.33% exercisable 4/08/2014; 33.33% exercisable 4/08/2015; and 33.33% exercisable 4/08/2016.
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(10)
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2014 Stock Option Grant - 100% exercisable 3/28/2015.
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(11)
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2015 Stock Option Grant - 100% exercisable 3/26/2016.
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(12)
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2016 Stock Option Grant - 100% exercisable 3/23/2017.
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(13)
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Exercisable at retirement, termination, death or disability.
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(14)
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No present expiration date.
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(15)
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Phantom Stock - 1-for-1 - Deferred compensation plan contributions. Plan requires participants to make a annual defined election. Mr. Ross is currently not contributing to the Plan. Additional shares due to reinvestment of dividend.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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ROSS STAN
2029 CENTURY PARK EAST, SUITE 1530
LOS ANGELES, CA 90067
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Former Director
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Signatures
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J. Matthew Shady, Attorney-In-Fact for Stan Ross
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6/23/2017
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 4(b)(v).
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**
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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