0001415889-23-001753.txt : 20230201 0001415889-23-001753.hdr.sgml : 20230201 20230201201508 ACCESSION NUMBER: 0001415889-23-001753 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20230130 FILED AS OF DATE: 20230201 DATE AS OF CHANGE: 20230201 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: LEVINE ANDREW S CENTRAL INDEX KEY: 0001216195 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-13199 FILM NUMBER: 23578425 MAIL ADDRESS: STREET 1: C/O SL GREEN REALTY CORP STREET 2: 420 LEXINGTON SUITE 1900 CITY: NEW YORK STATE: NY ZIP: 10170 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: SL GREEN REALTY CORP CENTRAL INDEX KEY: 0001040971 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 133956775 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: ONE VANDERBILT AVENUE CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 2125942700 MAIL ADDRESS: STREET 1: ONE VANDERBILT AVENUE CITY: NEW YORK STATE: NY ZIP: 10017 4 1 form4-02022023_010259.xml X0306 4 2023-01-30 0001040971 SL GREEN REALTY CORP SLG 0001216195 LEVINE ANDREW S C/O SL GREEN REALTY CORP. ONE VANDERBILT AVENUE - 28TH FLOOR NEW YORK NY 10017 false true false false CHIEF LEGAL OFFICER & GC Common Stock 2022-10-28 5 G 0 800 0 D 11636.33 D Common Stock 2022-12-14 5 G 0 1300 0 D 10336.33 D LTIP Units 2023-01-30 4 A 0 26574 0 A Common Stock 26574 211228 D LTIP Units 2023-01-30 4 A 0 38756 0 A Common Stock 38756 249984 D LTIP Units 2023-01-30 4 A 0 5983 0 A Common Stock 5983 255967 D LTIP Units 2023-01-30 4 A 0 765 0 A Common Stock 765 256732 D Includes 391.37 shares of the Issuer's Common Stock purchased through the Issuer's Employee Stock Purchase Plan and has been adjusted to reflect the reverse stock split effected by the Issuer on January 21, 2022. Represents LTIP Units issued pursuant to the Issuer's equity based compensatory programs. Conditioned upon minimum allocations to the capital accounts of the LTIP Units for federal income tax purposes, each vested LTIP Unit may be converted, at the election of the holder, into a Class A Unit of limited partnership interest in SL Green Operating Partnership, L.P. (a "Common Unit"). Each Common Unit acquired upon conversion of an LTIP Unit may be presented for redemption, at the election of the holder, for cash equal to the then fair market value of a share of the Issuer's Common Stock, except that the Issuer may, at its election, acquire each Common Unit so presented for one share of Common Stock. The redemption right generally cannot be exercised until two years from the date of the grant. The rights to convert LTIP Units into Common Units and redeem Common Units do not have expiration dates. Each LTIP Unit and Common Unit acquired upon conversion of such LTIP Unit is subject to an additional three-year no-sell provision pursuant to which such LTIP Unit and Common Unit generally may not be transferred, and the redemption right associated with the Common Unit may not be exercised, until the earlier of (i) three years after the grant date, (ii) termination of the reporting person's employment or (iii) a change in control of the Issuer. Reflects the forfeiture of 878 LTIP Units originally issued in January 2020 that were previously reported as earned based on the achievement of operational performance metrics for the year ended December 31, 2020, and which remained subject to additional performance-based vesting hurdles based on the Issuer's total shareholder return for the period from January 1, 2020 through December 31, 2022. Represents LTIP Units granted pursuant to an employment agreement dated as of December 31, 2021 between the reporting person and the Issuer, which vest in equal installments on each of January 1, 2024 and January 1, 2025, subject to continued employment. Represents LTIP Units originally issued in January 2022 that were subject to performance-based vesting hurdles based on achievement of operational performance metrics for the year ended December 31, 2022, and which remain subject to additional performance-based vesting hurdles based on the Issuer's total shareholder return for the period from January 1, 2022 through December 31, 2024 (the "TSR Performance Period"). On January 30, 2023, the compensation committee of the Issuer determined the level of achievement of the operational performance-based vesting hurdles for these LTIP Units, resulting in 5,318 LTIP Units initially being earned, which amount will be adjusted upwards or downwards by up to 12.5% at the conclusion of the TSR Performance Period based on the Issuer's total shareholder return. The number of LTIP Units reported represents the maximum number of LTIP Units that may be earned based on the Issuer's total shareholder return during the TSR Performance Period. Earned LTIP Units will vest in equal installments on each of December 31, 2024 and December 31, 2025, subject to continued employment. Each LTIP Unit and Common Unit acquired upon conversion of such LTIP Unit is subject to an additional one-year no-sell provision pursuant to which such LTIP Unit and Common Unit generally may not be transferred, and the redemption right associated with the Common Unit may not be exercised, until the earlier of (i) one year after the vesting date, (ii) termination of the reporting person's employment or (iii) a change in control of the Issuer. Represents LTIP Units originally issued in January 2020 that were earned based on the Issuer's total stockholder return during the period from January 1, 2020 through December 31, 2022, relative to a group of New York City-centric publicly traded real estate investment trusts. The LTIP Units vested 50% on December 31, 2022 and the remaining 50% will vest on December 31, 2023, subject to continued employment. Each LTIP Unit and Common Unit acquired upon conversion of such LTIP Unit is subject to an additional one-year no-sell provision pursuant to which such LTIP Unit and Common Unit generally may not be transferred, and the redemption right associated with the Common Unit may not be exercised, until the earlier of (i) one year after the vesting date, (ii) termination of the reporting person's employment or (iii) a change in control of the Issuer. /s/ Andrew S. Levine 2023-02-01