Sec Form 4 Filing - Obert Charles D @ Forest City Realty Trust, Inc. - 2017-03-23

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
Obert Charles D
2. Issuer Name and Ticker or Trading Symbol
Forest City Realty Trust, Inc. [ FCEA/FCEB]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Sr VP, Chief Acct Officer
(Last) (First) (Middle)
50 PUBLIC SQUARE, SUITE 1100
3. Date of Earliest Transaction (MM/DD/YY)
03/23/2017
(Street)
CLEVELAND, OH44113
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
Class A Common Stock 3,332 D ( 1 )
Class A Common Stock 5,205 D ( 2 )
Class A Common Stock 03/26/2017 F 447 D $ 21.83 2,679 D ( 3 )
Class A Common Stock 03/23/2017 F 438 D $ 21.69 3,940 D ( 4 )
Class A Common Stock 26,513 D ( 5 )
Class A Common Stock 746.1129 ( 6 ) I 401k Plan ( 6 )
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) 3 A. 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
2010 Stock Option Grant (right to buy) $ 15.89 04/14/2012( 7 ) 04/14/2020 Class A Common Stock 4,000 4,000 D ( 7 )
2011 Stock Option Grant (right to buy) $ 17.72 04/13/2013( 8 ) 04/13/2021 Class A Common Stock 4,000 4,000 D ( 8 )
2014 Performance Shares $ 0 12/31/2017 08/08/1988( 9 ) Class A Common 4,271 4,271 D ( 9 )
2015 Performance Shares $ 0 12/31/2017 08/08/1988( 10 ) Class A Common 3,357 3,357 D ( 10 )
2016 Performance Shares $ 0 12/31/2018 08/08/1988( 11 ) Class A Common 5,253 5,253 D ( 11 )
2015 Out Performance Shares $ 0 12/31/2017 08/08/1988( 12 ) Class A Common 20,000 20,000 D ( 12 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Obert Charles D
50 PUBLIC SQUARE, SUITE 1100
CLEVELAND, OH44113
Sr VP, Chief Acct Officer
Signatures
J. Matthew Shady, Attorney-In-Fact for Charles D. Obert 03/27/2017
Signature of Reporting Person Date
Explanation of Responses:
( 1 )2013 Restricted Stock Grant - 25% vest on 4/08/2015; 25% vest on 4/08/2016; and 50% vest on 4/08/2017. 1,666 shares vested on 4/08/2016 and were transferred to the DRS account referenced in footnote #5.
( 2 )2014 Restricted Stock Grant - 0% vest on 3/28/2015; 25% vest on 3/28/2016; 25% vest on 3/28/2017; and 50% vest on 3/28/2018.
( 3 )2015 Restricted Stock Grant - 25% vest on 3/26/2016; 25% vest on 3/26/2017; and 50% vest on 3/26/2018.
( 4 )2016 Restricted Stock Grant - 25% vest on 3/23/2017; 25% vest on 3/23/2018; and 50% vest on 3/23/2019.
( 5 )Shares are held by transfer agent in a direct registration account. 1,313 restricted shares vested on 3/23/2017 of those 438 shares were returned to the Company to cover taxes, the balance of the shares were transferred to this account. 1,339 restricted shares vested on 3/26/2017 of those 447 shares were returned to the Company to satisfy taxes, the balance of the shares were transferred to this account.
( 6 )FCE's 401k Plan account, shares are held indirect. Updated to reflect current holdings.
( 7 )2010 Stock Option Grant - 25% exercisable 4/14/2012; 25% exercisable 4/14/2013; and 50% exercisable 4/14/2014.
( 8 )2011 Stock Option Grant - 25% exercisable 4/13/2013; 25% exercisable 4/13/2014; and 50% exercisable 4/13/2015.
( 9 )Performance Shares Award - granted 3/28/2014 - performance period is from January 1, 2014 to December 31, 2017. Awards will be available to the grantee at the end of the performance period provided that certain performance criteria are met. The actual number of shares earned could range from 0 to 200% of the number of Performance Shares granted. Fair market value on date of grant is $18.73 per share. There is no fixed expiration date.
( 10 )Performance Shares Award - granted 3/26/2015 - performance period is from January 1, 2015 to December 31, 2017. Awards will be available to the grantee at the end of the performance period provided that certain performance criteria are met. The actual number of shares e arned could range from 0 to 200% of the number of Performance Shares granted. Fair market value on date of grant is $24.62 per share. There is no fixed expiration date.
( 11 )Performance Shares Award - granted 3/23/2016 - performance period is from January 1, 2016 to December 31, 2018. Awards will be available to the grantee at the end of the performance period provided that certain performance criteria are met. The actual number of shares earned could range from 0 to 200% of the number of Performance Shares granted. Fair market value on date of grant is $20.94 per share. There is no fixed expiration date.
( 12 )Out Performance Shares Award - granted 3/27/2015 - performance period is from January 1, 2015 to December 31, 2017. Awards will vest 50% on December 31, 2017 and 50% on December 31, 2018 and will be available to the grantee provided that certain performance criteria are met. The actual number of shares earned could range from 0 to 300% of the number of Performance Shares granted. Fair market value on date of grant is $25.31 per share. There is no fixed expiration date.

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