EQUITY AND MEZZANINE EQUITY

Operating Partnership Units. The Operating Partnership had 1.4 million outstanding Units at March 31, 2019 and December 31, 2018.

Common Shares and Equity Awards. Common shares outstanding on March 31, 2019 and December 31, 2018, totaled 11.8 million and 11.9 million, respectively. There were 207 shares issued upon the vesting of equity awards under our 2015 Incentive Plan during the three months ended March 31, 2019, with a total grant-date fair value of $10,000. During the three months ended March 31, 2018, we issued 1,084 shares, with a total grant-date fair value of $62,000 under our 2015 Incentive Plan. These shares vest based on performance and service criteria.

Exchange Rights. Pursuant to the exercise of Exchange Rights, we redeemed Units during the three months ended March 31, 2019 and 2018 as detailed in the table below.



	(in thousands, except per Unit amounts)
Three months ended March 31,	Number of Units	Aggregate Cost⁽¹⁾		Average Price Per Unit
2019	3	$	156	$	58.95
2018	40	$	2,237	$	56.60


(1)	The redemption price is determined using the volume weighted average price for the ten trading days prior to the date a unitholder provides notification of their intent to redeem units.

We also redeemed Units in exchange for common shares in connection with Unitholders exercising their Exchange Rights during the three months ended March 31, 2019 and 2018 as detailed in the table below.

Share Repurchase Program. On December 14, 2018, our Board of Trustees reauthorized our $50 million share repurchase program for an additional one-year period. Under this program, we may repurchase common shares in open-market purchases, including pursuant to Rule 10b5-1 and Rule 10b-18 plans, as determined by management and in accordance with the requirements of the SEC. The extent to which we repurchase our shares, and the timing of repurchases, will depend on a variety of factors, including market conditions, regulatory requirements, and other corporate considerations, as determined by the executive management team. This program may be suspended or discontinued at any time. As of March 31, 2019, $24.6 million remained available under our $50 million authorized share repurchase program. Common shares repurchased during the three months ended March 31, 2019 and 2018 are detailed in the table below.



	(in thousands, except per share amounts)
Three months ended March 31,	Number of Shares	Aggregate Cost⁽¹⁾		Average Price Per Share
2019	174	$	8,804	$	50.54
2018	29	$	1,442	$	49.79


(1)	Amount includes commissions.

Series C Preferred Shares. Series C preferred shares outstanding were 4.1 million shares at March 31, 2019 and December 31, 2018. The Series C preferred shares are nonvoting and redeemable for cash at $25.00 per share at our option after October 2, 2022. Holders of these shares are entitled to cumulative distributions, payable quarterly (as and if declared by the Board of Trustees). Distributions accrue at an annual rate of $1.65625 per share, which is equal to 6.625% of the $25.00 per share liquidation preference ($103.0 million liquidation preference in the aggregate).

Series D Preferred Units (Mezzanine Equity). During the three months ended March 31, 2019 we issued 165,600 newly created Series D preferred units at an issuance price of $100 per preferred unit as partial consideration for the acquisition of SouthFork Townhomes. The Series D preferred unit holders receive a preferred distribution at the rate of 3.862% per year. The Series D preferred units have a put option which allows the holder to redeem any or all of the Series D preferred units for cash equal to the issue price. Each Series D preferred unit is convertible, at the holder's option, into 1.37931 Units, representing a conversion exchange rate of $72.50 per unit. The holders of the Series D preferred units do not have any voting rights.

Redeemable Noncontrolling Interests (Mezzanine Equity). Redeemable noncontrolling interests on our Condensed Consolidated Balance Sheets represent the noncontrolling interest in joint ventures in which our unaffiliated partner, at its election, could require us to buy its interest at a purchase price to be determined by an appraisal conducted in accordance with the terms of the agreement, or at a negotiated price. During the three months ended March 31, 2019, we acquired the remaining 34.5% noncontrolling interests in the real estate partnership that owns Commons and Landing at Southgate for $1.2 million . Below is a table reflecting the activity of the redeemable noncontrolling interests for the three months ended March 31, 2019.



	(in thousands)
Balance at December 31, 2018	$	5,968
Net income	(174		)
Acquisition of redeemable noncontrolling interests	(5,794		)
Balance at March 31, 2019	$	—

(in thousands)

Three months ended March 31,

Number of Units

Total Book Value