Sec Form 4 Filing - MATIS NINA @ ISTAR FINANCIAL INC - 2014-10-31

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
MATIS NINA
2. Issuer Name and Ticker or Trading Symbol
ISTAR FINANCIAL INC [ SFI]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Chief Legal Officer & CIO
(Last) (First) (Middle)
1114 AVENUE OF THE AMERICAS, 39TH FLOOR
3. Date of Earliest Transaction (MM/DD/YY)
10/31/2014
(Street)
NEW YORK, NY10036
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 10/31/2014 S 14,444 ( 1 ) D $ 14.5 242,835 ( 2 ) D
Restricted Stock Units 69,000 ( 3 ) D
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
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
MATIS NINA
1114 AVENUE OF THE AMERICAS, 39TH FLOOR
NEW YORK, NY10036
Chief Legal Officer & CIO
Signatures
s/ Nina B Matis 11/03/2014
Signature of Reporting Person Date
Explanation of Responses:
( 1 )On October 31, 2014, 14,444 shares of iStar common stock were sold on behalf of the Reporting Person, Ms. Nina B. Matis, at an average sales price of $14.50 per share in open market transactions pursuant to a Rule 10b5-1 sales plan adopted by the Reporting Person on June 20, 2014.
( 2 )Following the transactions reported in this Form 4, the Reporting Person is the beneficial owner of a total of 242,835 shares of iStar common stock, which are owned directly.
( 3 )The Reporting Person is also the holder of 69,000 Restricted Stock Units (Units) representing the right to receive shares of iStar common stock in accordance with the terms of the Unit award agreements (net of shares deducted for taxes and other withholdings) if and when the Units vest.

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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