4//SEC Filing
Murray Scott E. 4
Accession 0001286043-19-000055
CIK 0001286043other
Filed
Mar 25, 8:00 PM ET
Accepted
Mar 26, 4:41 PM ET
Size
12.8 KB
Accession
0001286043-19-000055
Insider Transaction Report
Form 4
Murray Scott E.
EVP, General CounselOther
Transactions
- Disposition to Issuer
Limited Partnership Units of Kite Realty Group, L.P.
2019-03-24−153,061→ 0 totalExercise: $15.68→ Common Shares (153,061 underlying) - Award
Limited Partnership Units of Kite Realty Group, L.P.
2019-03-24+186,335→ 186,335 total→ Common Shares (186,335 underlying)
Holdings
- 36,552
Limited Partnership Units of Kite Realty Group, L.P.
→ Common Shares (36,552 underlying) - 8,828
Common Shares
Footnotes (4)
- [F1](1)Unvested Class AO LTIP Units ("AO LTIPs") in Kite Realty Group L.P. granted on 2/28/19 were forfeited and cancelled by mutual agreement of the reporting person and Kite Realty Group Trust ("Kite"). On 3/24/19, AO LTIPs were granted in an amount equal to the same target value as the forfeited awards, as further described in Notes (2) and (3) below and corresponding entries in the table. The AO LTIPs granted on 3/24/19 have a higher Participation Threshold per AO LTIP (as defined in Note 2 below) than the forfeited awards and have a lower per unit potential target value than the forfeited awards due to the elimination of the payment of any current distributions on the AO LTIPs and of an accrued distribution upon conversion of vested AO LTIPs into vested LTIPs (as defined in and further described in Note 2 below).
- [F2](2)The reporting person received a grant of AO LTIPs, pursuant to the Kite Realty Group Trust 2013 Equity Incentive Plan (as it may be amended and/or restated from time to time). AO LTIPs are similar to "net exercise" stock option awards and are convertible, once vested, into a number of vested limited partnership units of Kite Realty Group L.P. designated as LTIP Units ("LTIPs"), determined by the quotient of (i) the excess of the value of a common share of beneficial interest, par value of $.01 per share ("Common Share") of Kite Realty Group Trust as of the date of conversion over $15.79 (the "Participation Threshold per AO LTIP"), divided by (ii) the value of a Common Share as of the date of conversion. Vested LTIPs into which AO LTIPs have been converted are further convertible, [footnote continued]
- [F3][Continued from footnote] conditioned upon minimum allocations to the capital accounts of the LTIPs for U.S. federal income tax purposes, into an equal number of limited partnership units in Kite Realty Group L.P. ("LP Units"). The resulting LP Units are redeemable by the holder for one Common Share per LP Unit or the cash value of a Common Share, at the Issuer's option. The AO LTIPs will vest and become exercisable as of the date that both of the following requirements have been met: (i) the grantee remains in continuous service from the grant date through the third anniversary of the grant date; and (ii) at any time during the five-year period following the grant date, the reported closing price per Common Share appreciates at least 20% over the applicable Participation Threshold per AO LTIP (as set forth in the table above) for a minimum of 20 consecutive trading days. Under the award agreement, the AO LTIPs have a six-year term from the grant date.
- [F4]Common Shares of beneficial interest, par value $.01 per share (the "Common Shares") are issued upon the redemption and tender of Limited Partnership units ("LP Units") of Kite Realty Group L.P. on a one for one basis. LP Units have no expiration date, and they are all currently redeemable.
Documents
Issuer
KITE REALTY GROUP TRUST
CIK 0001286043
Entity typeother
Related Parties
1- filerCIK 0001617255
Filing Metadata
- Form type
- 4
- Filed
- Mar 25, 8:00 PM ET
- Accepted
- Mar 26, 4:41 PM ET
- Size
- 12.8 KB