Stockholders' Equity of the Company and Partners' Capital of the Operating Partnership

Operating Partnership Units

The Operating Partnership has issued General Partner Units, Limited Partner Units and preferred general partnership Units. The General Partner Units resulted from capital contributions from the Company. The Limited Partner Units are issued in conjunction with the acquisition of certain properties. Subject to certain lock-up periods, holders of Limited Partner Units can redeem their Units by providing written notification to the General Partner. Unless the General Partner provides notice of a redemption restriction to the holder, redemption must be made within seven business days after receipt of the holder's notice. The redemption can be effectuated, as determined by the General Partner, either by exchanging the Limited Partner Units for shares of common stock of the Company on a one-for-one basis, subject to adjustment, or by paying cash equal to the fair market value of such shares. Prior requests for redemption have generally been fulfilled with shares of common stock of the Company, and the Operating Partnership intends to continue this practice. If each Limited Partner Unit of the Operating Partnership were redeemed as of December 31, 2018, the Operating Partnership could satisfy its redemption obligations by making an aggregate cash payment of approximately $75,733 or by issuing 2,624,167 shares of the Company's common stock.

Preferred Stock or General Partner Preferred Units

The Company has 10,000,000 shares of preferred stock authorized. As of December 31, 2018 and 2017, there were no preferred shares or general partner preferred Units outstanding.

Shares of Common Stock or Unit Contributions

The following table is a roll-forward of the Company's shares of common stock outstanding and the Operating Partnership's Units outstanding, including unvested restricted stock or restricted Unit awards (see Note 11), for the three years ended December 31, 2018:



	Shares of Common Stock Outstanding		General Partner and Limited Partner Units Outstanding
Balance at December 31, 2015	111,027,225		115,332,932
Issuance of Common Stock/Contribution of General Partner Units ^(A)	5,600,000		5,600,000
Issuance of Restricted Stock/Restricted Unit Awards	322,833		322,833
Repurchase and Retirement of Restricted Stock/Restricted Unit Awards	(108,644	)	(108,644	)
Conversion of Limited Partner Units ^(B)	266,332		—
Balance at December 31, 2016	117,107,746		121,147,121
Issuance of Common Stock/Contribution of General Partner Units ^(A)	2,560,000		2,560,000
Issuance of Restricted Stock/Restricted Unit Awards	275,793		275,793
Repurchase and Retirement of Restricted Stock/Restricted Unit Awards	(91,513	)	(91,513	)
Conversion of Limited Partner Units ^(B)	31,154		—
Balance at December 31, 2017	119,883,180		123,891,401
Issuance of Common Stock/Contribution of General Partner Units ^(A)	4,800,000		4,800,000
Issuance of Restricted Stock/Restricted Unit Awards	227,059		227,059
Vesting of LTIP Unit Awards (as defined in Note 11)	150,772		150,772
Repurchase and Retirement of Restricted Stock/Restricted Unit Awards	(104,301	)	(104,301	)
Conversion of Limited Partner Units ^(B)	1,350,721		—
Retirement of Limited Partner Units ^(C)	—		(33,333	)
Balance at December 31, 2018	126,307,431		128,931,598

^(A) During the years ended December 31, 2018, 2017 and 2016, the Company issued 4,800,000, 2,560,000, and 5,600,000 shares of the Company's common stock in an underwritten public offering. Proceeds to the Company, net of the underwriter's discount, were $145,584, $74,880, and $124,936. The proceeds were contributed to the Operating Partnership in exchange for General Partner Units and are reflected in the Operating Partnership's financial statements as a general partner contribution.

^(B) For the years ended December 31, 2018, 2017 and 2016, 1,350,721, 31,154 and 266,332 Limited Partner Units, respectively, were converted into an equivalent number of shares of common stock of the Company, resulting in a reclassification of $16,605, $364 and $2,862, respectively, of noncontrolling interest to the Company's stockholders' equity.

^(C)During the twelve months ended December 31, 2018, 33,333 Limited Partner Units were forfeited by a unitholder and were retired by the Operating Partnership.

ATM Program

On March 13, 2014, we entered into distribution agreements with sales agents to sell up to 13,300,000 shares of the Company's common stock, for up to $200,000 aggregate gross sales proceeds, from time to time in "at-the-market" offerings (the "2014 ATM Program"). The distribution agreements entered into with respect to the 2014 ATM Program expired by their terms on March 13, 2017 and, on March 16, 2017, we entered into distribution agreements with sales agents to sell up to 8,000,000 shares of the Company's common stock, for up to $200,000 aggregate gross sales proceeds, from time to time in "at-the-market" offerings (the "2017 ATM Program"). Under the terms of the 2014 ATM Program and the 2017 ATM Program, sales were or are to be made primarily in transactions that are deemed to be "at-the-market" offerings, including sales made directly on the New York Stock Exchange or sales made through a market maker other than on an exchange or by privately negotiated transactions. During the years ended December 31, 2018, 2017 and 2016, the Company did not issue any shares of common stock under the 2014 ATM Program or the 2017 ATM Program.

Dividends/Distributions

The following table summarizes dividends/distributions accrued during the past three years:



	2018 Total Dividend/ Distribution		2017 Total Dividend/ Distribution		2016 Total Dividend/ Distribution
Common Stock/Operating Partnership Units	$	111,478	$	104,106	$	91,318