SZYMANSKI RICHARD T 4
4 · Morgans Hotel Group Co. · Filed Apr 7, 2010
Insider Transaction Report
Form 4
SZYMANSKI RICHARD T
CFO and Secretary
Transactions
- Award
LTIP Units
2010-04-05+22,130→ 122,493 total→ Common Stock (22,130 underlying)
Footnotes (2)
- [F1]Represents units of membership interest ("Membership Units") in Morgans Group LLC, the operating company and a subsidiary of Morgans Hotel Group Co. (the "Company"), which are structured as profits interests ("LTIP Units"). Conditioned upon minimum allocations to the capital accounts of the LTIP Units for federal income tax purposes, each LTIP Unit may be converted, at the election of the holder, into one Membership Unit. Each of these Membership Units is redeemable at the election of the holder for: (1) one share of the Company's common stock, par value $0.01 per share ("Common Stock"), or (2) at the option of the Company, cash equal to the then fair market value of one share of Common Stock.
- [F2]The LTIP Units vest one-third each year on the first three one-year anniversaries of the grant date. The right of a holder to convert LTIP Units into Membership Units and to have the Membership Units redeemed does not have an expiration date. The LTIP Units will be subject to the terms and conditions of the Company's Amended and Restated 2007 Omnibus Stock Incentive Plan, as amended.