Sec Form 4 Filing - Page Bradley D. @ Physicians Realty Trust - 2024-03-01

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Page Bradley D.
2. Issuer Name and Ticker or Trading Symbol
Physicians Realty Trust [ DOC]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
SVP - General Counsel
(Last) (First) (Middle)
309 N. WATER STREET,, SUITE 500
3. Date of Earliest Transaction (MM/DD/YY)
03/01/2024
(Street)
MILWAUKEE, WI53202
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common shares, $0.01 par value 03/01/2024 M 60,864 A 95,906 D
Common shares, $0.01 par value 03/01/2024 M 71,082 A 166,988 D
Common shares, $0.01 par value 03/01/2024 F 69,442 D $ 11.23 97,546 D
Common shares, $0.01 par value 03/01/2024 D 97,546 D 0 D
Common shares, $0.01 par value 03/01/2024 D 131,189 D 0 I Represents shares held by the Bradley D. Page and Cheryl M. Page Joint Revocable Trust Dated 1/19/15
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
2022 Performance Based Restricted Share Unit Grant ( 4 ) 03/01/2024 M 20,288 ( 4 ) ( 4 ) Common shares, $0.01 par value 20,288 $ 0 0 D
2023 Performance Based Restricted Share Unit Grant ( 5 ) 03/01/2024 M 23,694 ( 5 ) ( 5 ) Common shares, $0.01 par value 23,694 $ 0 0 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Page Bradley D.
309 N. WATER STREET,
SUITE 500
MILWAUKEE, WI53202
SVP - General Counsel
Signatures
/s/ Christopher M. Bartoli, as attorney-in-fact 03/01/2024
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Represents vesting of the 2022 Performance Based Restricted Share Units granted on March 1, 2022 under the Issuer's Equity Incentive Plan (the "Plan"). The grant vested on March 1, 2024 pursuant to the terms of the Agreement and Plan of Merger (the "Merger Agreement") dated October 29, 2023 among the Issuer, Physicians Realty L.P., Healthpeak Properties, Inc. ("Healthpeak"), DOC DR Holdco, LLC and DOC DR LLC. The Company merged with and into DOC DR Holdco, LLC on March 1, 2024. Pursuant to the terms of the Merger Agreement, the Reporting Person received 60,864 common shares upon vesting, 300% of the target shares.
( 2 )Represents vesting of the 2023 Performance Based Restricted Share Units granted on March 1, 2023 under the the Plan. Pursuant to the terms of the Merger Agreement, the Reporting Person received 71,082 common shares upon vesting, 300% of the target shares.
( 3 )Represents securities disposed of pursuant to the terms of the the Merger Agreement and each issued and outstanding common shares of the Issuer, held by the reporting person was automatically converted into the right to receive 0.674 of a share of Healthpeak common stock, subject to any adjustment, without interest.
( 4 )On March 1, 2022, the Reporting Person was granted 20,288 performance share units under the Issuer's Plan, which represent the "target" number of shares underlying the performance share units. Pursuant to the terms of the merger, the Reporting Person received 60,864 common shares upon vesting.
( 5 )On March 1, 2023, the Reporting Person was granted 23,694 performance share units under the Issuer's Plan, which represent the "target" number of shares underlying the performance share units. Pursuant to the terms of the merger, the Reporting Person received 71,082 common shares upon vesting.

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