0001217454-18-000008.txt : 20181207
0001217454-18-000008.hdr.sgml : 20181207
20181207161853
ACCESSION NUMBER: 0001217454-18-000008
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 2
CONFORMED PERIOD OF REPORT: 20181207
FILED AS OF DATE: 20181207
DATE AS OF CHANGE: 20181207
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: LARUE DAVID J
CENTRAL INDEX KEY: 0001217454
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37671
FILM NUMBER: 181223677
MAIL ADDRESS:
STREET 1: 50 PUBLIC SQUARE SUITE 1100
CITY: CLEVELAND
STATE: OH
ZIP: 44113
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Forest City Realty Trust, Inc.
CENTRAL INDEX KEY: 0001647509
STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798]
IRS NUMBER: 474113168
STATE OF INCORPORATION: MD
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: KEY TOWER, 127 PUBLIC SQUARE
STREET 2: SUITE 3100
CITY: CLEVELAND
STATE: OH
ZIP: 44114
BUSINESS PHONE: (216) 621-6060
MAIL ADDRESS:
STREET 1: KEY TOWER, 127 PUBLIC SQUARE
STREET 2: SUITE 3100
CITY: CLEVELAND
STATE: OH
ZIP: 44114
4
1
edgar.xml
PRIMARY DOCUMENT
X0306
4
2018-12-07
1
0001647509
Forest City Realty Trust, Inc.
FCEA
0001217454
LARUE DAVID J
127 PUBLIC SQUARE, SUITE 3100
CLEVELAND
OH
44114
1
1
0
0
CEO & President
Class A Common Stock
2018-11-01
5
G
0
63687
0
D
205618.166
I
See footnote
Class A Common Stock
2018-12-07
4
D
0
205618.166
D
0
I
See footnote
Class A Common Stock
2018-12-07
4
D
0
33564.722
D
0
I
See footnote
Class A Common Stock
2018-12-07
4
D
0
4867.37
D
0
I
See footnote
Class A Common Stock
2018-12-07
4
D
0
4867.37
D
0
I
See footnote
Class A Common Stock
2018-12-07
4
D
0
4867.37
D
0
I
See footnote
Class A Common Stock
2018-11-02
5
J
0
16660
0
D
0
D
Class A Common Stock
2018-12-07
4
D
0
1879.906
D
0
D
Class A Common Stock
2018-12-07
4
D
0
6971.318
D
0
I
See footnote
Class A Common Stock
2018-11-01
5
G
0
2400
0
D
1673.13
D
Class A Common Stock
2018-12-07
4
D
0
1673.13
D
0
D
Class A Common Stock
2018-10-30
5
J
0
237796
0
D
0
D
Class A Common Stock
2018-12-07
4
D
0
34670.519
D
0
I
401k Plan
Class A Common Stock
2018-12-07
4
D
0
16789
D
0
D
Class A Common Stock
2018-12-07
4
D
0
24157
D
0
D
Class A Common Stock
2018-12-07
4
D
0
34780
D
0
D
2010 Stock Option Grant (right to buy)
15.89
2018-12-07
4
D
0
16638
D
2012-04-14
2020-04-14
Class A Common
16638
0
D
2011 Stock Option Grant (right to buy)
17.72
2018-12-07
4
D
0
64277
D
2013-04-13
2021-04-13
Class A Common
64277
0
D
2012 Stock Option Grant (right to buy)
14.74
2018-12-07
4
D
0
77945
D
2014-04-11
2022-04-11
Class A Common
77945
0
D
2013 Stock Option Grant (right to buy)
17.60
2018-12-07
4
D
0
65630
D
2015-04-08
2023-04-08
Class A Common
65630
0
D
2014 Stock Option Grant (right to buy)
18.73
2018-12-07
4
D
0
62090
D
2016-03-28
2024-03-28
Class A Common
62090
0
D
2016 Performance Shares
0
2018-12-07
4
D
0
50367
D
2018-12-31
1988-08-08
Class A Common
50367
0
D
2017 Performance Shares
0
2018-12-07
4
D
0
64417
D
2019-12-31
1988-08-08
Class A Common
48313
0
D
2018 Performance Shares
0
2018-12-07
4
D
0
34780
D
2020-12-31
1988-08-08
Class A Common
52170
0
D
David J. LaRue Trust. Trust holdings have also been updated to reflect the transfers in of 16,660 shares (reflected on line #7) and 237, 796 shares (reflected on line #12) on 11/2/18 and 10/30/18, respectively.
David LaRue Family Trust.
Shares held by Andre LaRue, son, Cindy LaRue (spouse) is custodian on the account - Indirect.
Shares held by Paul LaRue, son, Cindy LaRue (spouse) is custodian on the account - Indirect.
Shares held by Tessa LaRue, daughter.
Shares are held in street account.
Shares held by David LaRue - Roth IRA.
Shares are held by Cindy LaRue (spouse) in street account.
Shares are held by David LaRue & Cindy LaRue Trust account.
Shares are held by transfer agent in a direct registration account.
FCE's 401k Plan account, shares are held indirect. Updated to reflect current holdings.
2016 Restricted Stock Grant - 25% vest on 3/23/2017; 25% vest on 3/23/2018; and 50% vest on 3/23/2019.
2017 Restricted Stock Grant - 25% vest on 3/24/2018; 25% vest on 3/24/2019; and 50% vest on 3/24/2020.
2018 Restricted Stock Grant - 25% vest on 3/24/2019; 25% vest on 3/24/2020; and 50% vest on 3/24/2021.
2010 Stock Option Grant - 25% exercisable 4/14/2012; 25% exercisable 4/14/2013; and 50% exercisable 4/14/2014. Table II has been revised to remove a duplicative line titled '2010 Stock Option Grant', reflecting 25,993 shares that was inadvertently included on filer's Form 4s filed on 2/15/18, 3/20/18, and 3/23/18 respectively, following the dispositions reported on filer's Form 4 dated 9/14/17 and 9/15/17, respectively .
2011 Stock Option Grant - 25% exercisable 4/13/2013; 25% exercisable 4/13/2014; and 50% exercisable 4/13/2015.
2012 Stock Option Grant - 25% exercisable 4/11/2014; 25% exercisable 4/11/2015; and 50% exercisable 4/11/2016.
2013 Stock Option Grant - 25% exercisable 4/08/2015; 25% exercisable 4/08/2016; and 50% exercisable 4/08/2017.
2014 Stock Option Grant - 25% exercisable 3/28/2016; 25% exercisable 3/28/2017; and 50% exercisable 3/28/2018.
Performance Shares Award - granted 3/23/2016 - performance period is from January 1, 2016 to December 31, 2018. Awards will be available to the grantee at the end of the performance period provided that certain performance criteria are met. The actual number of shares earned could range from 0 to 200% of the number of Performance Shares granted. Fair market value on date of grant is $20.94 per share. There is no fixed expiration date.
Performance Shares Award - granted 3/24/2017 - performance period is from January 1, 2017 to December 31, 2019. Awards will be available to the grantee at the end of the performance period provided that certain performance criteria are met. The actual number of shares earned could range from 0 to 200% of the number of Performance Shares granted. Fair market value on date of grant is $21.83 per share. There is no fixed expiration date.
Performance Shares Award - granted 3/20/2018 - performance period is from January 1, 2018 to December 31, 2020. Awards will be available to the grantee at the end of the performance period provided that certain performance criteria are met. The actual number of shares earned could range from 0 to 200% of the number of Performance Shares granted. Fair market value on date of grant is $20.89 per share. There is no fixed expiration date.
Pursuant to a Merger Agreement dated 7/30/2018, among issuer, Antlia Holdings, LLC and Antlia Merger Sub Inc. (the "Merger Agreement"), on December 7, 2018 at the effective time of the Merger (the "Effective Time"), all shares held as of the Effective Time entitled the holder to receive a cash payment of $25.35 per share (the "Merger Consideration") without interest.
At the Effective Time of the Merger, pursuant to the terms of the Merger Agreement, the unvested restricted shares outstanding immediately prior to the Effective Time, automatically vested and entitled the holder to the right to receive a cash payment of the Merger Consideration (as defined above), without interest and less any applicable tax withholdings.
At the Effective Time of the Merger, these stock options were cancelled and entitled the holder to receive a cash payment of the product of (a) the difference between Merger Consideration (as defined above) and the per share exercise price of the stock option, multiplied by (b) the number of shares subject to the stock option, without interest and less any applicable tax withholdings.
At the Effective Time of the Merger, pro-rated amounts of 1/3 (at 200% of target), 2/3 (at 200% of target) and 100% (at 100% of target) of the Performance Share Awards granted in 2018, 2017 and 2016, respectively, automatically vested and entitled the holder to receive a cash payment of the Merger Consideration (as defined above) per vested and awarded Performance Share, without interest and less any applicable tax withholding. Target amounts awarded were based on the Issuer's actual performance through the Effective Time, as reasonably determined in good faith by the compensation committee of the Board of Directors.
J. Matthew Shady, Attorney-In-Fact for David J. LaRue
2018-12-07
EX-24
2
poa-dlarue.txt
POWER OF ATTORNEY
SEC FORMS 4 & 5
POWER OF ATTORNEY
The undersigned, designated by the Board of Directors as
a Section 16 Company Insider, hereby constitutes and appoints
Ketan K. Patel, J. Matthew Shady and Maria Tosheva-Nikolova,
with full power of substitution and resubstitution, as
attorney of the undersigned, their name, place and stead,
to sign and file under the Securities Exchange Act of 1934,
Section 16 Reporting Forms, any and all amendments and apply
for EDGAR Access Codes as required thereto, to be filed with
the Securities and Exchange Commission pertaining to such filing,
with full power and authority to do and perform any
and all acts and things whatsoever required and necessary to
be done in the premises, hereby ratifying and approving the
act of said attorney and any such substitute.
EFFECTIVE as of May 31, 2017.
By: \s\ David J. LaRue
David J. LaRue