Filing Details
- Accession Number:
- 0001217462-13-000004
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2013-06-14 16:52:45
- Reporting Period:
- 2013-06-13
- Filing Date:
- 2013-06-14
- Accepted Time:
- 2013-06-14 16:52:45
- SEC Url:
- Form 4 Filing
Issuer
| Cik | Name | Symbol | Sector (SIC) | IRS No |
|---|---|---|---|---|
| 38067 | Forest City Enterprises Inc | FCEA/FCEB | Operators Of Nonresidential Buildings (6512) | 340863886 |
Insiders
| Cik | Name | Reported Address | Insider Title | Director | Officer | Large Shareholder | Other |
|---|---|---|---|---|---|---|---|
| 1217462 | J Brian Ratner | 50 Public Square, Suite 1100 Cleveland OH 44113 | Executive Vice President | Yes | Yes | Yes | No |
Reported Non-Derivative Transactions
| Sec. Name | Acquisiton - Disposition | Date | Amount | Price | Remaning Holdings | Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|---|---|---|---|---|---|
| Class A Common Stock | Disposition | 2013-06-13 | 33,800 | $18.16 | 0 | No | 4 | S | Indirect | See foot note |
| Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|
| No | 4 | S | Indirect | See foot note |
Reported Non-Derivative Holdings
| Sec. Name | Remaning Holdings | Nature of Ownership | Explanation |
|---|---|---|---|
| Class A Common Stock | 887,310 | Indirect | See footnote |
| Class A Common Stock | 3,192 | Indirect | See foot note |
| Class A Common Stock | 532,257 | Indirect | See foot note |
| Class A Common Stock | 2,488 | Direct | |
| Class A Common Stock | 4,287 | Direct | |
| Class A Common Stock | 9,905 | Direct | |
| Class A Common Stock | 8,544 | Direct |
Reported Derivative Holdings
| Sec. Name | Sec. Type | Price | Date | Expiration Date | Amount | Remaning Holdings | Nature of Ownership |
|---|---|---|---|---|---|---|---|
| Common Stock | Class B Common - Convertible | $0.00 | 1988-08-08 | 1988-08-08 | 900 | 900 | Direct |
| Common Stock | Class B Common - Convertible | $0.00 | 1988-08-08 | 1988-08-08 | 1,894 | 1,894 | Indirect |
| Common Stock | Class B Common - Convertible | $0.00 | 1988-08-08 | 1988-08-08 | 420,618 | 420,618 | Indirect |
| Common Stock | Class B Common - Convertible | $0.00 | 1988-08-08 | 1988-08-08 | 344,736 | 344,736 | Indirect |
| Common Stock | Class B Common - Convertible | $0.00 | 1988-08-08 | 1988-08-08 | 183,984 | 183,984 | Indirect |
| Common Stock | Class B Common - Convertible | $0.00 | 1988-08-08 | 1988-08-08 | 88,290 | 88,290 | Indirect |
| Common Stock | Class B Common - Convertible | $0.00 | 1988-08-08 | 1988-08-08 | 225,547 | 225,547 | Indirect |
| Common Stock | Class B Common - Convertible | $0.00 | 1988-08-08 | 1988-08-08 | 35,238 | 35,238 | Indirect |
| Common Stock | Class B Common - Convertible | $0.00 | 1988-08-08 | 1988-08-08 | 26,580 | 26,580 | Indirect |
| Common Stock | Class B Common - Convertible | $0.00 | 1988-08-08 | 1988-08-08 | 110,712 | 110,712 | Indirect |
| Class A Common | 2005 Stock Option Grant (right to buy) | $31.75 | 2007-04-06 | 2015-04-06 | 15,000 | 15,000 | Direct |
| Class A Common | 2006 Stock Option Grant (right to buy) | $46.37 | 2008-04-04 | 2016-04-04 | 15,000 | 15,000 | Direct |
| Class A Common | 2007 Stock Option Grant (right to buy) | $65.35 | 2009-03-29 | 2017-03-29 | 15,000 | 15,000 | Direct |
| Class A Common | 2008 Stock Option Grant (right to buy) | $36.38 | 2010-06-18 | 2018-06-18 | 9,492 | 9,492 | Direct |
| Class A Common | 2009 Stock Option Grant (right to buy) | $7.80 | 2011-04-21 | 2019-04-21 | 4,746 | 4,746 | Direct |
| Class A Common | 2010 Stock Option Grant (right to buy) | $15.89 | 2012-04-14 | 2020-04-14 | 7,913 | 7,913 | Direct |
| Class A Common | 2011 Stock Option Grant (right to buy) | $17.72 | 2013-04-13 | 2021-04-13 | 9,041 | 9,041 | Direct |
| Class A Common | 2012 Performance Shares | $0.00 | 2015-12-31 | 1988-08-08 | 9,905 | 9,905 | Direct |
| Class A Common | 2013 Performance Shares | $0.00 | 2016-12-31 | 1988-08-08 | 8,093 | 8,093 | Direct |
| Expiration Date | Amount | Remaning Holdings | Nature of Ownership |
|---|---|---|---|
| 1988-08-08 | 900 | 900 | Direct |
| 1988-08-08 | 1,894 | 1,894 | Indirect |
| 1988-08-08 | 420,618 | 420,618 | Indirect |
| 1988-08-08 | 344,736 | 344,736 | Indirect |
| 1988-08-08 | 183,984 | 183,984 | Indirect |
| 1988-08-08 | 88,290 | 88,290 | Indirect |
| 1988-08-08 | 225,547 | 225,547 | Indirect |
| 1988-08-08 | 35,238 | 35,238 | Indirect |
| 1988-08-08 | 26,580 | 26,580 | Indirect |
| 1988-08-08 | 110,712 | 110,712 | Indirect |
| 2015-04-06 | 15,000 | 15,000 | Direct |
| 2016-04-04 | 15,000 | 15,000 | Direct |
| 2017-03-29 | 15,000 | 15,000 | Direct |
| 2018-06-18 | 9,492 | 9,492 | Direct |
| 2019-04-21 | 4,746 | 4,746 | Direct |
| 2020-04-14 | 7,913 | 7,913 | Direct |
| 2021-04-13 | 9,041 | 9,041 | Direct |
| 1988-08-08 | 9,905 | 9,905 | Direct |
| 1988-08-08 | 8,093 | 8,093 | Direct |
Footnotes
- Brian Ratner Revocable Trust dated 8/18/1986. 5,095 shares restricted shares that vested 4/21/13 were transferred to this account.
- Albert B. Ratner 1989 Grand Childrens Trust - 1,596 shares for the benefit of David (son), and 1,596 shares for the benefit of Emily (daughter). Brian Ratner serves as trustee for the trust.
- Albert B. Ratner 1986 Remainder Interest Trust - 266,129 shares for the benefit of David (son), and 266,128 shares for the benefit of Emily (daughter). Brian Ratner serves as a trust advisor. Brian Ratner disclaims any beneficial interest.
- Emily Ratner, Trustee - Brian Ratner, (father) serves as trust advisor. Brian Ratner serves as a trust advisor. Brian Ratner disclaims any beneficial interest. The price $18.163 represents a weighed average of sales prices ranging from $18.145 per share to $18.17 per share. Full information regarding the number of shares sold at each separate price will be provided to the SEC, the issuer or a security holder of the issuer upon request.
- 2010 Restricted Stock Grant - 25% vest on 4/14/2012; 25% vest on 4/14/2013; and 50% vest on 4/14/2014. The 1,244 restricted shares that vested 4/14/2013 were moved to Brian Ratner Rev. Trust account. See footnote #1.
- 2011 Restricted Stock Grant - 25% vest on 4/13/2013; 25% vest on 4/13/2014; and 50% vest on 4/13/2015. The 1,428 restricted shares that vested 4/13/2013 were moved to Brian Ratner Rev. Trust account. See footnote #1.
- 2012 Restricted Stock Grant - 25% vest on 4/11/2014; 25% vest on 4/11/2015; and 50% vest on 4/11/2016.
- 2013 Restricted Stock Grant - 25% vest on 4/08/2015; 25% vest on 4/08/2016; and 50% vest on 4/08/2017.
- General Partnership interest in RMS, Ltd. partnership a 10% sharelholder.
- Brian Ratner Trust dated 1/15/1958 - limited partnership interest in FCE Management, L.P. a limited partner of RMS, Ltd.
- Albert Ratner 1989 Grandchildren Trust - 172,547 shares for the benefit of David (son), and 172,189 shares for the benefit of Emily (daughter) as a limited partner of FCE Managment, L.P., a limited partner of RMS, Ltd. Brian Ratner serves as trustee for the trust.
- Albert B. Ratner 1989 Grand Childrens Trust - a limited partnership interest in RMS, Ltd., for the benefit of David (son). Brian Ratner disclaims any beneficial interest. Brian Ratner serves as trustee for the trust.
- Albert B. Ratner 1989 Grand Childrens Trust - a limited partnership interest in RMS, Ltd., for the benefit of Emily (daughter). Brian Ratner disclaims any beneficial interest. Brian Ratner serves as trustee for the trust.
- Albert B. Ratner 1999 Revocable Trust - limited partnership interest in FCE Management, L.P., a limited partner of RMS, Ltd., 107,771 shares for the benefit of David (son), and 117,776 shares for the benefit of Emily (daughter). Brian Ratner disclaims any benefical interest. Brian Ratner serves as an advisor to the trust.
- Albert Ratner 1986 Grandchildren's Trust for the benefit of David (son), as limited partner in RMS.
- David Ratner, Trustee - Brian Ratner (father) serves as trust advisor. Brian Ratner disclaims any beneficial interest.
- 2005 Stock Option Grant - 25% exercisable 4/06/2007; 25% exercisable 4/06/2008; and 50% exersicable 4/06/2009.
- 2006 Stock Option Grant - 25% exercisable on 4/04/2008; 25% exercisable on 4/04/2009; and 50% exersicable on 4/04/2010.
- 2007 Stock Option Grant - 25% exercisable 3/29/2009; 25% exercisable 3/29/2010; and 50% exercisable 3/29/2011.
- 2008 Stock Option Grant - 25% exercisable 6/18/2010; 25% exercisable 6/18/2011; and 50% exercisable 6/18/2012.
- 2009 Stock Option Grant - 25% exercisable 4/21/2011; 25% exercisable 4/21/2012; and 50% exercisable 4/21/2013.
- 2010 Stock Option Grant - 25% exercisable 4/14/2012; 25% exercisable 4/14/2013; and 50% exercisable 4/14/2014.
- 2011 Stock Option Grant - 25% exercisable 4/13/2013; 25% exercisable 4/13/2014; and 50% exercisable 4/13/2015.
- Performance Shares Award - granted 4/11/2012 - performance period is from February 1, 2012 to December 31, 2015. 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 $14.74 per share. There is no fixed expiration date.
- Performance Shares Award - granted 4/08/2013 - performance period is from February 1, 2013 to December 31, 2016. 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 $17.60 per share. There is no fixed expiration date.
- Class B Common Stock is convertible to Class A Common Stock on a share -for -share basis; stock is convertible at any time - there is no fixed exercise date or expiration date.
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