Home/Filings/4/0001302343-16-000263
4//SEC Filing

Education Realty Trust, Inc. 4

Accession 0001302343-16-000263

CIK 0001302343operating

Filed

Feb 7, 7:00 PM ET

Accepted

Feb 8, 8:01 PM ET

Size

7.5 KB

Accession

0001302343-16-000263

Insider Transaction Report

Form 4
Period: 2016-02-04
Trubiana Thomas
Chief Investment Officer
Transactions
  • Award

    Profit-Only Interest

    2016-02-04+22,09563,874 total
    Common Stock (22,095 underlying)
Footnotes (4)
  • [F1]Represents a grant of performance based awards pursuant to the Education Realty Trust, Inc. ("EdR") 2016 Long-Term Incentive Plan (the "Plan"), which will vest upon continued employment at the end of a three year performance period provided that certain performance criteria are met over that three year period. The reporting person has elected to receive his performance based award in the form of profit-only interests ("POIs") in Education Realty Operating Partnership, LP (the "Operating Partnership"), a subsidiary of EdR. Each performance based award represents a contingent right to receive 0-100% of that number of POIs based upon the achievement of certain performance criteria set forth in the Plan. The amount presented represents the maximum number of POIs that the reporting person can receive upon achieving the maximum performance (or 100%) level.
  • [F2]Upon the occurrence of certain capital account equalization events, the POIs will become ordinary units of the Operating Partnership and be exchangeable for cash or, at EdR's option, shares of EdR's common stock on a one-for-one basis.
  • [F3]The Compensation Committee of the Board of Directors of EdR approved the total dollar value of a grant of performance based awards on February 4, 2016, at a fair value per unit to be determined. EdR engaged an independent third party valuation consultant to establish the fair value on the date of grant. On February 8, 2016, the valuation report was finalized and the grant of POIs was determined.
  • [F4]Represents (i) 1,686 POIs granted under the EdR 2015 Long-Term Incentive Plan that vested on January 1, 2016, (ii) 3,372 POIs granted under the 2015 Long-Term Incentive Plan that will vest ratably on January 1, 2017 and January 1, 2018, (iii) 32,101 POIs granted under the 2015 Long-Term Incentive Plan that vest on January 1, 2018, subject to certain performance conditions, (iv) 4,620 POIs issued under the 2016 Long-Term Incentive Plan which will vest ratably over three years beginning on January 1, 2017 and (v) 22,095 newly granted POIs described above.

Issuer

Education Realty Trust, Inc.

CIK 0001302343

Entity typeoperating
IncorporatedMD

Related Parties

1
  • filerCIK 0001302343

Filing Metadata

Form type
4
Filed
Feb 7, 7:00 PM ET
Accepted
Feb 8, 8:01 PM ET
Size
7.5 KB