Statement of Changes in Beneficial Ownership (4)
June 02 2022 - 04:07PM
Edgar (US Regulatory)
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FORM 4
[ ] 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 * Epps JoAnne A. |
2. Issuer Name and Ticker or Trading
Symbol PENNSYLVANIA REAL ESTATE INVESTMENT TRUST [ PEI
] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)__X__
Director _____
10% Owner
_____ Officer (give title
below) _____ Other
(specify below)
|
|
(Last)
(First)
(Middle)
C/O PENN. REAL ESTATE INVESTMENT TRUST, 2005 MARKET STREET,
SUITE 1000 |
3. Date of Earliest Transaction (MM/DD/YYYY)
5/31/2022
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|
(Street)
PHILADELPHIA, PA 19103
(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 |
Table I - Non-Derivative Securities Acquired, Disposed of, or
Beneficially Owned
|
1.Title of Security
(Instr. 3) |
2. Trans. Date |
2A. Deemed Execution Date, if any |
3. Trans. Code
(Instr. 8) |
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) |
5. Amount of Securities Beneficially Owned Following
Reported Transaction(s)
(Instr. 3 and 4) |
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4) |
7. Nature of Indirect Beneficial Ownership (Instr.
4) |
|
Code |
V |
Amount |
(A) or (D) |
Price |
|
Shares of Beneficial Interest, par value $1.00
per share |
5/31/2022 |
|
M |
|
61845 (1) |
A |
(1) |
192281 (1) |
D |
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|
Shares of Beneficial Interest, par value $1.00
per share |
5/31/2022 |
|
D |
|
61845 (1) |
D |
$0.474 |
130436 |
D |
|
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) |
2. Conversion or Exercise Price of Derivative
Security |
3. Trans. Date |
3A. Deemed Execution Date, if any |
4. Trans. Code
(Instr. 8) |
5. Number of Derivative Securities Acquired (A) or
Disposed of (D)
(Instr. 3, 4 and 5) |
6. Date Exercisable and Expiration Date |
7. Title and Amount of Securities Underlying
Derivative Security
(Instr. 3 and 4) |
8. Price of Derivative Security
(Instr. 5) |
9. Number of derivative Securities Beneficially
Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct
(D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr.
4) |
|
Code |
V |
(A) |
(D) |
Date Exercisable |
Expiration Date |
Title |
Amount or Number of Shares |
|
Restricted Share Units |
(1) |
5/31/2022 |
|
M |
|
|
61845 |
(2) |
(2) |
Shares of Beneficial Interest (1) |
61845 |
(1) |
0 (2) |
D |
|
| Explanation of
Responses: |
| (1) |
Consists of restricted share
units ("RSUs") granted under the issuer's Amended and Restated
Pennsylvania Real Estate Investment Trust 2018 Equity Incentive
Plan. Each RSU represents a contingent right to receive one share
of Beneficial Interest, par value $1.00 per share (a "Share"), of
the issuer. The RSUs may be settled in Shares or cash in the
discretion of the issuer's Compensation Committee. The Compensation
Committee determined to settle the RSUs that vested on May 31, 2022
for cash. For purposes of this Form 4, the cash settlement of the
vested RSUs has been presented as the conversion of the vested RSUs
into Shares and the simultaneous disposition of Shares to the
issuer for cash. |
| (2) |
The RSU grant consisted of
61,845 RSUs granted on May 28, 2021, with all RSUs vesting on May
31, 2022 (the first business day after May 28, 2022). |
Reporting
Owners
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|
Reporting Owner Name / Address |
Relationships
|
|
Director |
10% Owner |
Officer |
Other |
Epps JoAnne A.
C/O PENN. REAL ESTATE INVESTMENT TRUST
2005 MARKET STREET, SUITE 1000
PHILADELPHIA, PA 19103 |
X |
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|
|
Signatures
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/s/ Lisa M. Most
(attorney-in-fact) |
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6/2/2022 |
| **Signature of Reporting
Person |
Date |
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Reminder: Report on a separate line for each class
of securities beneficially owned directly or
indirectly. |
| * |
If the form is filed by more than one
reporting person, see Instruction 4(b)(v). |
| ** |
Intentional misstatements or omissions
of facts constitute Federal Criminal Violations. See 18
U.S.C. 1001 and 15 U.S.C. 78ff(a). |
| Note: |
File three copies of this Form, one of
which must be manually signed. If space is insufficient, see
Instruction 6 for procedure. |
|
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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