4//SEC Filing
Education Realty Trust, Inc. 4
Accession 0001302343-17-000051
CIK 0001302343operating
Filed
Mar 1, 7:00 PM ET
Accepted
Mar 2, 6:01 PM ET
Size
7.5 KB
Accession
0001302343-17-000051
Insider Transaction Report
Form 4
Trubiana Thomas
Chief Investment Officer
Transactions
- Award
Profit-Only Interest
2017-03-01+23,662→ 91,803 total→ Common Stock (23,662 underlying)
Footnotes (4)
- [F1]Represents a grant of performance based awards pursuant to the Education Realty Trust, Inc. ("EdR") 2017 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 may be redeemed for cash or, at EdR's option, shares of EdR's commonstock 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 March 1, 2017, 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 March 2, 2017, the valuation report was finalized and the grant of POIs was determined.
- [F4]Represents (i) 4,912 POIs granted under the EdR 2015 and 2016 Long-Term Incentive Plans that have vested, (ii) an aggregate of 9,033 POIs granted under the EdR 2015, 2016 and 2017 Long-Term Incentive Plans that will vest ratably over the corresponding three year periods, (iii) an aggregate of 54,196 performance based POIs granted under the EdR 2015 and 2016 Long-Term Incentive Plans that vest on January 1, 2018 and 2019, respectively, subject to certain performance conditions and (iv) 23,662 newly granted POIs described above.
Documents
Issuer
Education Realty Trust, Inc.
CIK 0001302343
Entity typeoperating
IncorporatedMD
Related Parties
1- filerCIK 0001302343
Filing Metadata
- Form type
- 4
- Filed
- Mar 1, 7:00 PM ET
- Accepted
- Mar 2, 6:01 PM ET
- Size
- 7.5 KB