0001415889-23-001754.txt : 20230201
0001415889-23-001754.hdr.sgml : 20230201
20230201201645
ACCESSION NUMBER: 0001415889-23-001754
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: HOLLIDAY MARC
CENTRAL INDEX KEY: 0001216194
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-13199
FILM NUMBER: 23578428
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_010237.xml
X0306
4
2023-01-30
0001040971
SL GREEN REALTY CORP
SLG
0001216194
HOLLIDAY MARC
C/O SL GREEN REALTY CORP.
ONE VANDERBILT AVENUE - 28TH FLOOR
NEW YORK
NY
10017
true
true
false
false
CHIEF EXECUTIVE OFFICER
LTIP Units
2023-01-30
4
A
0
134156
0
A
Common Stock
134156
1109547
D
LTIP Units
2023-01-30
4
A
0
80772
0
A
Common Stock
80772
1190319
D
LTIP Units
2023-01-30
4
A
0
10337
0
A
Common Stock
10337
1200656
D
LTIP Units
2023-01-30
4
A
0
4888
0
A
Common Stock
4888
1205544
D
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, January 1, 2025, and January 1, 2026, subject to continued employment.
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 11,856 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 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 71,797 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 on December 31, 2024, subject to continued employment. Each LTIP Unit and Common Unit acquired upon conversion of such LTIP Unit is subject to an additional two-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) two years 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 in full on December 31, 2022. Each LTIP Unit and Common Unit acquired upon conversion of such LTIP Unit is subject to an additional two-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) two years after the vesting date, (ii) termination of the reporting person's employment or (iii) a change in control of the Issuer.
Represents LTIP Units issued in lieu of cash bonus in accordance with an election made by the reporting person.
/s/ Marc Holliday
2023-02-01