0001217463-13-000005.txt : 20131002 0001217463-13-000005.hdr.sgml : 20131002 20131002091935 ACCESSION NUMBER: 0001217463-13-000005 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20131001 FILED AS OF DATE: 20131002 DATE AS OF CHANGE: 20131002 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: FOREST CITY ENTERPRISES INC CENTRAL INDEX KEY: 0000038067 STANDARD INDUSTRIAL CLASSIFICATION: OPERATORS OF NONRESIDENTIAL BUILDINGS [6512] IRS NUMBER: 340863886 STATE OF INCORPORATION: OH FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1100 TERMINAL TOWER STREET 2: 50 PUBLIC SQ CITY: CLEVELAND STATE: OH ZIP: 44113 BUSINESS PHONE: 216-621-6060 MAIL ADDRESS: STREET 1: 1100 TERMINAL TOWER STREET 2: 50 PUBLIC SQUARE CITY: CLEVLAND STATE: OH ZIP: 44113 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: RATNER CHARLES A CENTRAL INDEX KEY: 0001217463 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-04372 FILM NUMBER: 131128621 MAIL ADDRESS: STREET 1: 50 PUBLIC SQUARE SUITE 1100 CITY: CLEVELAND STATE: OH ZIP: 44113 4 1 edgar.xml PRIMARY DOCUMENT X0306 4 2013-10-01 0000038067 FOREST CITY ENTERPRISES INC FCEA/FCEB 0001217463 RATNER CHARLES A 50 PUBLIC SQUARE, SUITE 1100 CLEVELAND OH 44113 1 1 1 0 Chairman of the Board Class A Common Stock 2013-10-01 4 S 0 25000 19.0249 D 223278 I See footnote Class A Common Stock 4204 I See footnote Class A Common Stock 506007 I See footnote Class A Common Stock 441806 I See footnote Class A Common Stock 4626 I See footnote Class A Common Stock 2236 I See footnote Class A Common Stock 8198 I See footnote Class A Common Stock 18679 I See footnote Class A Common Stock 13889 I See footnote Class A Common Stock 2948 I See footnote Class A Common Stock 10384 I See footnote Class A Common Stock 160000 I See footnote Class A Common Stock 10227 I See footnote Class A Common Stock 2750 I See footnote Class A Common Stock 31750 I See footnote Class A Common Stock 2013-10-01 4 S 0 25000 19.0416 D 23413 I See footnote Class A Common Stock 3776 D Class A Common Stock 5643 D Class B Common - Convertible 0 1988-08-08 1988-08-08 Common Stock 900 900 I See footnote Class B Common - Convertible 0 1988-08-08 1988-08-08 Common Stock 75078 75078 I See footnote Class B Common - Convertible 0 1988-08-08 1988-08-08 Common Stock 453536 453536 I See footnote Class B Common - Convertible 0 1988-08-08 1988-08-08 Common Stock 23531 23531 I See footnote Class B Common - Convertible 0 1988-08-08 1988-08-08 Common Stock 5992 5992 I See footnote Class B Common - Convertible 0 1988-08-08 1988-08-08 Common Stock 5992 5992 I See footnote Class B Common - Convertible 0 1988-08-08 1988-08-08 Common Stock 5992 5992 I See footnote Class B Common - Convertible 0 1988-08-08 1988-08-08 Common Stock 5992 5992 I See footnote Class B Common - Convertible 0 1988-08-08 1988-08-08 Common Stock 73080 73080 I See footnote Class B Common - Convertible 0 1988-08-08 1988-08-08 Common Stock 378500 378500 I See footnote Class B Common - Convertible 0 1988-08-08 1988-08-08 Common Stock 3120 3120 I See footnote Class B Common - Convertible 0 1988-08-08 1988-08-08 Common Stock 193154 193154 I See footnote Class B Common - Convertible 0 1988-08-08 1988-08-08 Common Stock 256682 256682 I See footnote Class B Common - Convertible 0 1988-08-08 1988-08-08 Common Stock 244855 244855 I See footnote 2005 Stock Option Grant (right to buy) 31.75 2007-04-06 2015-04-06 Class A Common 40000 40000 D 2006 Stock Option Grant (right to buy) 46.37 2008-04-04 2016-04-04 Class A Common 40000 40000 D 2007 Stock Option Grant (right to buy) 65.35 2009-03-29 2017-03-29 Class A Common 40000 40000 D 2008 Stock Option Grant (right to buy) 36.38 2010-06-18 2018-06-18 Class A Common 19691 19691 D 2009 Stock Option Grant (right to buy) 7.80 2011-04-21 2019-04-21 Class A Common 24220 24220 D 2010 Stock Option Grant (right to buy) 15.89 2012-04-14 2020-04-14 Class A Common 40289 40289 D 2011 Stock Option Grant (right to buy) 17.72 2013-04-13 2021-04-13 Class A Common 26782 26782 D Charles Ratner Revocable Trust dated 7/17/1981. The price $19.0249 represents a weighed average of sales prices ranging from $19.005 per share to $19.04 per share. Full information regarding the number of shares sold at each separate price will be provided to the SEC, the issuer or a security holder of the issuer upon request. Held by spouse in an account at UBS Investments. Illana Horowitz Ratner Trust - dated 12/29/92 (spouse). Charles Ratner 1986 Remainder Interest Trust - Albert Ratner is trustee; Charles Ratner retains an income interest for life. Beneficiaries are his children: Kevin, Rachel and Jonathan. Charles Ratner 2001 Trust - dated 11/01/01. Trust holds 18,504 shares to split among children; son Adam has an interest in 4,626 shares. Charles Ratner disclaims beneficial interest. Max Ratner 1986 Family Trust for the benefit of children: Kevin Ratner (son), Rachel Ratner (daughter), Jonathan Ratner (son) & Adam Ratner (son). Charles Ratner is Trustee. Class B shares are held as a limited partnership interest in RMS, Ltd.. Charles Ratner disclaims any beneficial interest. Max Ratner 1988 Grandchildrens Trust - a limited partner in RMS, Ltd., for the benefit of Adam (son). Charles Ratner disclaims any beneficial interest. Charles Ratner 1986 Family Trust Agreement U/A/D 12/18/86 FBO Adam Ratner. Charles Ratner disclaims beneficial interest. Max Ratner 1999 Irrevocable Trust - trust hold both Class A & Class B shares. Class B shares are held as a limited partnership interest in FCE Management, L.P., a limited partner of RMS, Ltd.. Shares are for the benefit of Adam Ratner (son). Charles Ratner disclaims any beneficial interest. Charles & Ilana Ratner 2007 Equalizing Trust - for the benefit of Adam (son). Charles Ratner disclaims any beneficial interest. Kevin Ratner 1986 Trust - Charles Ratner is a co-trustee and trust advisor. Charles Ratner disclaims any beneficial interest. Rachel Ratner 1988 Trust - Charles Ratner is a co-trustee and trust advisor. Charles Ratner disclaims any beneficial interest. Jonathan Ratner 1992 Trust - Charles Ratner is a co-trustee and trust advisor. Charles Ratner disclaims any beneficial interest. The price $19.04162 represents a weighed average of sales prices ranging from $19.02 per share to $19.065 per share. Full information regarding the number of shares sold at each separate price will be provided to the SEC, the issuer or a security holder of the issuer upon request. 2010 Restricted Stock Grant - 25% vest on 4/14/2012; 25% vest on 4/14/2013; and 50% vest on 4/14/2014. 2011 Restricted Stock Grant - 25% vest on 4/13/2013; 25% vest on 4/13/2014; and 50% vest on 4/13/2015. General Partnership interest in RMS, Ltd. partnership a 10% shareholder. The Charles Ratner Revocable Trust Agreement dated 7/17/1981, as modified (Charles is settlor and co-trustee). RMS, Ltd. limited partnership interest. The Charles Ratner Revocable Trust Agreement dated 7/17/1981, as modified (Charles is settlor and co-trustee) FCE Management, L.P. interest as limited partner in RMS, Ltd. Charles Ratner 2001 Trust - dated 11/01/01 - FCE Management, L.P. interest as limited partner in RMS, Ltd. - total holdings of trust are 94,124, shares are split among children, son Adam has an interest in 23,531. Charles Ratner disclaims beneficial interest. Adam Ratner - individual account (son). Charles Ratner disclaims any beneficial interest. 2005 Stock Option Grant - 25% exercisable 4/06/2007; 25% exercisable 4/06/2008; and 50% exersicable 4/06/2009. 2006 Stock Option Grant - 25% exercisable 4/04/2008; 25% exercisable 4/04/2009; and 50% exersicable 4/04/2010. 2007 Stock Option Grant - 25% exercisable 3/29/2009; 25% exercisable 3/29/2010; and 50% exercisable 3/29/2011. 2008 Stock Option Grant - 25% exercisable 6/18/2010; 25% exercisable 6/18/2011; and 50% exercisable 6/18/2012. 2009 Stock Option Grant - 25% exercisable 4/21/2011; 25% exercisable 4/21/2012; and 50% exercisable 4/21/2013. 2010 Stock Option Grant - 25% exercisable 4/14/2012; 25% exercisable 4/14/2013; and 50% exercisable 4/14/2014. 2011 Stock Option Grant - 25% exercisable 4/13/2013; 25% exercisable 4/13/2014; and 50% exercisable 4/13/2015. Class B Common Stock is convertible to Class A Common Stock on a share -for -share basis; stock are convertible at any time - there is no fixed exercise date or expiration date. Geralyn M. Presti, Attorney-in-Fact for Charles A. Ratner 2013-10-02 EX-24 2 poa-cratner.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 Gerayln M. Presti, J. Matthew Shady and Patricia A. Comai, 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 March 1, 2013. By: \s\ Charles A. Ratner Charles A. Ratner