Sec Form 4 Filing - SWEENEY GERARD H @ BRANDYWINE REALTY TRUST - 2016-06-27

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 SWEENEY GERARD H 2. Issuer Name and Ticker or Trading Symbol BRANDYWINE REALTY TRUST [ BDN] 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) 555 EAST LANCASTER AVENUE, SUITE 100 3. Date of Earliest Transaction (MM/DD/YY) 06/27/2016 (Street) RADNOR, PA19087 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 of Beneficial Interest 1,072,472 ( 1 ) ( 2 ) ( 3 ) D Common Shares of Beneficial Interest ( 4 ) 06/27/2016 S 60,000 ( 5 ) D $ 15.74 ( 6 ) 70,759 I Family Limited Partnership

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 SWEENEY GERARD H 555 EAST LANCASTER AVENUE SUITE 100 RADNOR, PA19087 X President and CEO Signatures /s/ Gerard H. Sweeney 06/29/2016 Signature of Reporting Person Date

Explanation of Responses:

( 1 )This filing also reports in the ending balance of shares owned the sum of 2,180.03 additional common shares acquired under the Company's Employee Share Purchase Plan (ESPP). Under the ESPP 1,152.07 shares were acquired on March 8, 2016 at a transaction price of $10.85 per share and 1,027.96 shares were acquired on June 8, 2016 at a transaction price of $12.16 per share. ( 2 )This filing also reports in the ending balance of shares owned the sum of 522.58 additional common shares acquired under the Company's Dividend Reinvestment Plan (DRIP). Under the DRIP 522.58 shares were acquired on April 21,2016 at a transaction price of $14.17 per share. ( 3 )This balance reflects a reduction of 60,000 shares from a sale, on June 27, 2016, made pursuant to a previously established 10b5-1 plan and reported separately on another Form 4 filed on June 29, 2016. ( 4 )The transaction reported in this Form 4 was made pursuant to a Rule 10b5-1 trading plan, in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934, as amended, and Brandywine Realty Trust's policies regarding stock transactions, including its insider trading policy. ( 5 )A sale on June 27, 2016, pursuant to a Rule 10b5-1 plan, of an additional 60,000 shares owned directly by the reporting person is being reported separately on another Form 4 filed on June 29, 2016. ( 6 )The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $15.53 to $15.83, inclusive. The reporting person undertakes to provide Brandywine Realty Trust, any security holder of Brandywine Realty Trust, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote (2) to this Form 4.

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