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Sec Form 4 Filing - KATZMAN CHAIM @ REGENCY CENTERS CORP - 2018-01-10

  1. About Form 4 Filing: Every director, officer or owner of more than ten percent of a class of equity securities registered under Section 12 of the '34 Act must file with the U.S. Securities and Exchange Commission (SEC) a statement of ownership regarding such security. The initial filing is on Form 3 and changes are reported on Form 4. The Annual Statement of beneficial ownership of securities is on Form 5. The forms contain information on the reporting person's relationship to the company and on purchases and sales of such equity securities.
  2. Form 4 is stored in SEC's EDGAR database. EDGAR is Electronic Data Gathering, Analysis and Retrieval System. It is a registered trademark of the SEC.

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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 *
KATZMAN CHAIM
2. Issuer Name and Ticker or Trading Symbol
REGENCY CENTERS CORP [ REG]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director X __ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Vice Chairman
(Last)
(First)
(Middle)
1696 NE MIAMI GARDENS DRIVE
3. Date of Earliest Transaction (MM/DD/YY)
01/10/2018
(Street)
NORTH MIAMI BEACH, FL33179
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ 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 160,831 D ( 1 )
Common Stock 01/10/2018 S( 2 ) 119,761 D $ 65.11 ( 3 ) 3,730,239 I By Gazit First Generation, LLC ( 4 )
Common Stock 01/11/2018 S( 2 ) 84,441 D $ 64.61 ( 5 ) 3,645,798 I By Gazit First Generation, LLC ( 4 )
Common Stock 01/11/2018 S( 2 ) 400 D $ 65.34 3,645,398 I By Gazit First Generation, LLC ( 4 )
Common Stock 2,424,085 I By Ficus, Inc. ( 6 )
Common Stock 4,001,943 I By Silver Maple (2001), Inc. ( 7 )
Common Stock 2,432,869 I By MGN (USA) 2016, LLC ( 8 )
Common Stock 5,769,966 I By MGN America 2016, LLC ( 9 )
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
KATZMAN CHAIM
1696 NE MIAMI GARDENS DRIVE
NORTH MIAMI BEACH, FL33179
X X Vice Chairman
GAZIT 1995 INC
1696 NE MIAMI GARDENS DR
MIAMI BEACH, FL33179
Sec 13(d) group
Gazit-Globe Ltd
1696 NE MIAMI GARDENS DRIVE
NORTH MIAMI BEACH, FL33179
See Remarks
SILVER MAPLE (2001) INC
1696 NE MIAMI GARDENS DRIVE
NORTH MIAMI BEACH, FL33179
Sec 13(d) group
FICUS INC
1696 NE MIAMI GARDENS DRIVE
NORTH MIAMI BEACH, FL33179
Sec 13(d) group
GAZIT AMERICA INC
303-109 ATLANTIC AVENUE
TORONTO, A6M6K1X4
Sec 13(d) group
MGN (USA) 2016, LLC
1696 NE MIAMI GARDENS DRIVE
NORTH MIAMI BEACH, FL33179
Sec 13(d) group
GAZIT FIRST GENERATION LL
1696 NE MIAMI GARDENS DRIVE
NORTH MIAMI BEACH, FL33179
Sec 13(d) group
MGN America 2016, LLC
1696 NE MIAMI GARDENS DRIVE
NORTH MIAMI BEACH, FL33179
Sec 13(d) group
Signatures
/s/ Chaim Katzman by Michael B. Kirwan, as Attorney-in-Fact 01/12/2018
** Signature of Reporting Person Date
Explanation of Responses:
( 1 )Shares held directly by Mr. Katzman.
( 2 )The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person.
( 3 )The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $64.44 to $64.65, inclusive. The Reporting Person undertakes to provide Regency Centers Corporation, any security holder of Regency Centers Corporation, or the staff of the Securities & Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth herein.
( 4 )Shares owned directly by Gazit First Generation, LLC ("First Generation"). First Generation is a member of a "group" with Mr. Katzman for purposes of Section 13(d) of the Exchange Act. First Generation is a wholly owned subsidiary of 1995, a wholly-owned subsidiary of MGN USA, a wholly-owned subsidiary of Gazit-Globe. Mr. Katzman is the Chairman of the Board of Gazit-Globe. The reporting person disclaims beneficial ownership of such shares except to the extent of the reporting person's pecuniary interest therein, if any.
( 5 )The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $64.30 to $65.12, inclusive. The Reporting Person undertakes to provide Regency Centers Corporation, any security holder of Regency Centers Corporation, or the staff of the Securities & Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth herein.
( 6 )Shares owned directly by Ficus Inc. ("Ficus"). Ficus is a member of a "group" with Mr. Katzman for purposes of Section 13(d) of the Exchange Act. Ficus is a wholly-owned subsidiary of Gazit America Inc., a wholly-owned subsidiary of Gazit-Globe. Mr. Katzman is the Chairman of the Board of Gazit-Globe. The reporting person disclaims beneficial ownership of such shares except to the extent of the reporting person's pecuniary interest therein, if any.
( 7 )Shares owned directly by Silver Maple (2001) Inc. ("Silver Maple"). Silver Maple is a member of a "group" with Mr. Katzman for purposes of Section 13(d) of the Exchange Act. Silver Maple is a wholly-owned subsidiary of Gazit America Inc., a wholly-owned subsidiary of Gazit-Globe. Mr. Katzman is the Chairman of the Board of Gazit-Globe. The reporting person disclaims beneficial ownership of such shares except to the extent of the reporting person's pecuniary interest therein, if any.
( 8 )Shares held directly by MGN (USA) 2016, LLC ("MGN USA 2016"). MGN USA 2016 is a member of a "group" with Mr. Katzman for purposes of Section 13(d) of the Exchange Act. MGN USA 2016 is a wholly-owned subsidiary of MGN USA, a wholly-owned subsidiary of Gazit-Globe. Mr. Katzman is the Chairman of the Board of Gazit-Globe. The reporting person disclaims beneficial ownership of such shares except to the extent of the reporting person's pecuniary interest therein, if any.
( 9 )Shares owned directly by MGN America 2016, LLC ("MGN America 2016"). MGN America 2016 is a member of a "group" with Mr. Katzman for purposes of Section 13(d) of the Exchange Act. MGN America 2016 is also wholly-owned subsidiary of MGN America, which is wholly-owned by MGN USA and 1995, wholly-owned subsidiaries of Gazit-Globe. Mr. Katzman is the Chairman of the Board of Gazit-Globe. The reporting person disclaims beneficial ownership of such shares except to the extent of the reporting person's pecuniary interest therein, if any.

Remarks:
On the basis of the relationship between each of Mr. Katzman and Gazit-Globe, Gazit-Globe and its controlled direct and indirect subsidiaries may be directors of the issuer by deputization for the purposes of Section 16 of the Exchange Act.

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).

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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