Filing Details
- Accession Number:
- 0001179110-13-008197
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2013-05-10 16:59:22
- Reporting Period:
- 2013-05-09
- Filing Date:
- 2013-05-10
- Accepted Time:
- 2013-05-10 16:59:22
- SEC Url:
- Form 4 Filing
Issuer
| Cik | Name | Symbol | Sector (SIC) | IRS No |
|---|---|---|---|---|
| 1273801 | Northstar Realty Finance Corp. | NRF | Real Estate Investment Trusts (6798) | 000000000 |
Insiders
| Cik | Name | Reported Address | Insider Title | Director | Officer | Large Shareholder | Other |
|---|---|---|---|---|---|---|---|
| 1306762 | R Daniel Gilbert | 399 Park Avenue, 18Th Floor C/O Northstar Realty Finance Corp. New York NY 10022 | Chief Inv. & Op. Officer | No | Yes | No | No |
Reported Non-Derivative Transactions
| Sec. Name | Acquisiton - Disposition | Date | Amount | Price | Remaning Holdings | Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|---|---|---|---|---|---|
| Common Stock | Acquisiton | 2013-05-09 | 452,426 | $0.00 | 514,873 | No | 4 | C | Direct | |
| Common Stock | Disposition | 2013-05-09 | 259,685 | $9.67 | 255,188 | No | 4 | S | Direct | |
| Common Stock | Disposition | 2013-05-10 | 192,741 | $9.84 | 62,447 | No | 4 | S | Direct |
| Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|
| No | 4 | C | Direct | |
| No | 4 | S | Direct | |
| No | 4 | S | Direct |
Reported Derivative Transactions
| Sec. Name | Sec. Type | Acquisiton - Disposition | Date | Amount | Price | Amount - 2 | Price - 2 |
|---|---|---|---|---|---|---|---|
| Common Stock | LTIP Units | Disposition | 2013-05-09 | 452,426 | $0.00 | 452,426 | $0.00 |
| Remaning Holdings | Exercise Date | Expiration Date | Equity Swap Involved | Transaction Form Type | Transaction Code | Nature of Ownership |
|---|---|---|---|---|---|---|
| 1,481,652 | No | 4 | C | Direct |
Footnotes
- Mr. Gilbert converted 452,426 units of limited partnership interest ("LTIP Units") structured as profits interests in NorthStar Realty Finance Limited Partnership ("NRFLP"), a majority-owned subsidiary and the operating partnership of NorthStar Realty Finance Corp. ("the Company"), into 452,426 common units of partnership interests in NRFLP ("OP Units"), which were redeemed for 452,426 shares of common stock ("Common Stock"), par value $0.01 per share, of the Company.
- The price included in Column 4 is a weighted average price. These shares were sold in multiple transactions ranging from $9.65 to $9.70, inclusive. The reporting person undertakes to provide to the Company, any security holder of the Company, 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 ranges set forth in this footnote.
- The price included in Column 4 is a weighted average price. These shares were sold in multiple transactions ranging from $9.80 to $9.9001, inclusive. The reporting person undertakes to provide to the Company, any security holder of the Company, 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 ranges set forth in this footnote.
- Conditioned on minimum allocations to the capital accounts of the LTIP Unit for federal income tax purposes, each LTIP Unit may be converted, at the election of the holder, into one OP Unit. Each of the OP Units underlying these LTIP Units is redeemable for: (1) cash equal to the then fair market value of one (1) share of Common Stock or (2) at the option of the Company in its capacity as general partner of NRFLP, one (1) share of Common Stock. The rights to convert LTIP Units into OP Units and redeem OP Units do not have expiration dates.
- Does not include 743,967 performance based restricted stock units held by the reporting person that may be settled in LTIP Units, if available and earned.
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