Explanation of Responses:
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(1)
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The Ronald Ratner 1986 Trust Agreement, as modified (Ronald Ratner is Trustee). 879,185 shares of Class B Common Stock were reclassified and exchanged into 1,151,732 shares of Class A Common Stock on 6/12/2017. Post-reclassification, trust holds 1,196,519 as follows: 657,800 shares as a direct limited partner of RMS, Ltd. and 538,919 shares directly.
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(2)
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Deborah B. Ratner Trust - individually trust of spouse, shares held in street account.
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(3)
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Deborah Ratner 2012 Irrev Trust - Ronald Ratner is trustee.
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(4)
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Deborah B. Ratner, Trustee of the Irene Meldon 1998 Irrevocable dated 12/04/1998. Trust holds 4,696 shares of Class A Common Stock as follows: 2,348 shares for benefit of Matthew (son); and 2,348 shares for benefit of Sarah (daughter). Ronald Ratner disclaims any beneficial interest.
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(5)
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Max Ratner Grandchildren's Trust dated 12/21/1988 (Ronald is Trust Advisor). 565,860 shares of Class B Common Stock were reclassified and exchanged into 741,276 shares of Class A Common Stock. Post-reclassification, trust holds 819,684 shares of Class A Common Stock as follows: 70,000 shares for Sarah Ratner (daughter) as a limited partner within RMS, Ltd.; 434,097 shares directly for the benefit of Sarah Ratner; 40,000 shares for Matthew Ratner (son) as a limited partner within RMS, Ltd.; 275,587 shares directly for the benefit of Matthew Ratner. Ronald Ratner disclaims any beneficial interest.
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(6)
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2015 Restricted Stock Grant - 25% vested on 3/26/2016; 25% vested on 3/26/2017; and 50% vest on 3/26/2018.
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(7)
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2016 Restricted Stock Grant - 25% vested on 3/23/2017; 25% vest on 3/23/2018; and 50% vest on 3/23/2019.
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(8)
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2017 Restricted Stock Grant - 25% vest on 3/24/2018; 25% vest on 3/24/2019; and 50% vest on 3/24/2020.
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(9)
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General Partnership interest in RMS, Ltd Partnership. 900 shares of Class B Common Stock were reclassified and exchanged into 1,179 shares of Class A Common Stock on 6/12/2017.
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(10)
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Max Ratner Family 1999 Revocable Trust (Ronald Ratner is Trust Advisor). 468,444 shares of Class B Common Stock were reclassified and exchanged into 613,661 shares of Class A Common Stock on 6/12/2017. Post-reclassification, trust holds 613,661 shares of Class A Common Stock as follows: 14,887 shares for the benefit of Sarah Ratner (daughter); 350,000 shares for Sarah Ratner as a limited partner in RMS Ltd.; 23,774 shares for the benefit of Matthew Ratner (son); and 225,000 for Matthew Ratner as a limited partner of RMS, Ltd. Ronald Ratner disclaims any beneficial interest.
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(11)
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2008 Stock Option Grant - 25% exercisable 6/18/2010; 25% exercisable 6/18/2011; and 50% exercisable 6/18/2012.
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(12)
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2009 Stock Option Grant - 25% exercisable 4/21/2011; 25% exercisable 4/21/2012; and 50% exercisable 4/21/2013.
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(13)
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2010 Stock Option Grant - 25% exercisable 4/14/2012; 25% exercisable 4/14/2013; and 50% exercisable 4/14/2014.
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(14)
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2011 Stock Option Grant - 25% exercisable 4/13/2013; 25% exercisable 4/13/2014; and 50% exercisable 4/13/2015.
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(15)
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2012 Stock Option Grant - 25% exercisable 4/11/2014; 25% exercisable 4/11/2015; and 50% exercisable 4/11/2016.
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(16)
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2013 Stock Option Grant - 25% exercisable 4/08/2015; 25% exercisable 4/08/2016; and 50% exercisable 4/08/2017.
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(17)
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2014 Stock Option Grant - 0% exercisable 3/28/2015; 25% exercisable 3/28/2016; 25% exercisable 3/28/2017; and 50% exercisable 3/28/2018.
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(18)
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Performance 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.
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(19)
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Performance 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.
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(20)
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Performance Shares Award - granted 3/23/2016 - performance period is from January 1, 2016 to December 31, 2018. 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 $20.94 per share. There is no fixed expiration date.
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(21)
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Performance Shares Award - granted 3/24/2017 - performance period is from January 1, 2017 to December 31, 2019. 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 $21.83 per share. There is no fixed expiration date.
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(22)
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Out 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.
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(23)
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Pursuant to a reclassification exempt under Rule 16b-7, each share of Class B common stock was reclassified and exchanged into 1.31 shares of Class A common stock. Acquisition and dispositions in the reclassification also exempt under Rule 16b-3(d) and (e), respectively.There was no fixed exercise date or expiration date, prior to the reclassification.
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