Sec Form 4 Filing - Flynn Conor C @ KIMCO REALTY CORP - 2016-05-09

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 Flynn Conor C 2. Issuer Name and Ticker or Trading Symbol KIMCO REALTY CORP [ KIM] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) President and CEO (Last) (First) (Middle) C/O KIMCO REALTY CORP., 3333 NEW HYDE PARK ROAD 3. Date of Earliest Transaction (MM/DD/YY) 05/09/2016 (Street) NEW HYDE PARK, NY11042 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 Stock 05/09/2016 M 20,000 A $ 11.54 447,826 D Common Stock 05/09/2016 M 7,000 A $ 15.64 454,826 D Common Stock 05/09/2016 M 13,000 A $ 18.85 467,826 D Common Stock 05/09/2016 M 15,600 A $ 18.78 483,426 D Common Stock 05/09/2016 M 2,700 A $ 24.12 486,126 D Common Stock 05/09/2016 S 58,300 D $ 29.7206 ( 1 ) 427,826 D Common Stock 03/30/2016 G( 2 ) V 194.126 A $ 0 194.126 I by Son ( 2 ) Common Stock 2,188.7671 I By 401(K)

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 Employee Stock Opiton (Right to Buy) $ 11.54 05/09/2016 M 20,000 08/06/2013 08/06/2019 Common Stock 20,000 $ 0 0 D Employee Stock Option (Right to Buy) $ 15.64 05/09/2016 M 7,000 03/18/2014 03/18/2020 Common Stock 7,000 $ 0 0 D Employee Stock Option (Right to Buy) $ 18.85 05/09/2016 M 13,000 02/17/2015 02/17/2021 Common Stock 13,000 $ 0 0 D Employee Stock Option (Right to Buy) $ 18.78 05/09/2016 M 15,600 02/16/2016 02/16/2022 Common Stock 15,600 $ 0 0 D Employee Stock Option (Right to Buy) $ 24.12 05/09/2016 M 2,700 05/20/2015 05/20/2023 Common Stock 2,700 $ 0 0 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Flynn Conor C C/O KIMCO REALTY CORP. 3333 NEW HYDE PARK ROAD NEW HYDE PARK, NY11042 X President and CEO Signatures /s/ Conor Flynn 05/10/2016 Signature of Reporting Person Date

Explanation of Responses:

( 1 )The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $29.70 to $29.77 inclusive. ( 2 )This transaction involved a gift of securities to the reporting person's son, who shares the reporting person's household. The reporting person disclaims beneficial ownership of the shares held by his son, and this report should not be deemed an admission that the reporting person is the beneficial owner of his son's shares for the purposes of Section 16 or for any other purpose.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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