4//SEC Filing
Gramercy Property Trust Inc. 4
Accession 0001144204-15-072071
CIK 0001287701operating
Filed
Dec 20, 7:00 PM ET
Accepted
Dec 21, 9:45 PM ET
Size
9.1 KB
Accession
0001144204-15-072071
Insider Transaction Report
Form 4
MATEY EDWARD J JR
EVP, General Counsel+Secretary
Transactions
- Disposition to Issuer
Common Stock, $0.001 par value
2015-12-17−42,015→ 0 total - Disposition to Issuer
LTIP Units
2015-12-17−8,525→ 0 total→ Common Stock (8,525 underlying)
Footnotes (4)
- [F1]Represents 4,515 unvested restricted stock awards, 7,500 unvested restricted stock units and 30,000 shares of Gramercy Property Trust Inc. ("Gramercy") common stock. Pursuant to the merger agreement between Gramercy and Chambers Street Properties ("Chambers"), the unvested restricted stock award will be disposed of in exchange for an award of 14,401 restricted common shares of beneficial interest of Chambers, the unvested restricted stock units will be disposed of in exchange for an award of 23,923 Chambers restricted stock units, and the common stock will be disposed of in exchange for 95,694 common shares of beneficial interest of Chambers, in each case based upon an exchange ratio of 3.1898.
- [F2]Represents LTIP Units of GPT Property Trust LP ("GPT OP") earned pursuant to the Gramercy Property Trust Inc. 2012 Long-Term Outperformance Plan (the "Plan"). Prior to the effective time of the merger, Gramercy was the general partner of GPT OP. Following the merger, Chambers is the general partner entity of GPT OP.
- [F3]Conditioned upon minimum allocation to the capital account of the LTIP Units for federal income tax purposes, each LTIP Unit may be converted, at the election of the holder, into a Class A Unit of limited partnership interest in GPT OP (a "Common Unit"). Prior to the merger, each Common Unit was redeemable, at the election of the holder, for cash equal to the fair market value of a share of Gramercy's common stock, or, where Gramercy elected, one share of Gramercy common stock.
- [F4]Following the Merger, the Common Units are exchangeable, at the election of the holder, for cash equal to 3.1898 multiplied by the fair market value of one common share of beneficial interest of Chambers or, where the general partner elects, 3.1898 common shares of beneficial interest of Chambers. The rights to convert LTIP Units into Common Units and redeem Common Units do not have expiration dates. The LTIP Units earned pursuant to the Plan vest 50% on June 30, 2016 and 50% on June 30, 2017, subject to continued employment.
Documents
Issuer
Gramercy Property Trust Inc.
CIK 0001287701
Entity typeoperating
IncorporatedMD
Related Parties
1- filerCIK 0001287701
Filing Metadata
- Form type
- 4
- Filed
- Dec 20, 7:00 PM ET
- Accepted
- Dec 21, 9:45 PM ET
- Size
- 9.1 KB