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Filing Details

Accession Number:: 0001181431-14-036777
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2014-11-18 21:23:26
Reporting Period:: 2014-11-14

Filing Date:: 2014-11-18
Accepted Time:: 2014-11-18 21:23:26
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1581068	Brixmor Property Group Inc.	BRX	Real Estate Investment Trusts (6798)	452433192

Insiders

Cik	Name	Reported Address	Director	Officer	Large Shareholder	Other
1391895	P L 1 Te Vi Partners Estate Real Blackstone	C/O The Blackstone Group 345 Park Avenue New York NY 10154	No	No	Yes	No
1391896	P L 2 Te Vi Partners Estate Real Blackstone	C/O The Blackstone Group 345 Park Avenue New York NY 10154	No	No	Yes	No
1587146	Bre Throne Nr Parent Llc	C/O The Blackstone Group 345 Park Avenue New York NY 10154	No	No	Yes	No
1587151	Bre Throne Parent Llc	C/O The Blackstone Group 345 Park Avenue New York NY 10154	No	No	Yes	No
1587152	Bre Throne Parent Holdco Llc	C/O The Blackstone Group 345 Park Avenue New York NY 10154	No	No	Yes	No
1587167	Bre Throne Holdings Member Llc	C/O The Blackstone Group 345 Park Avenue New York NY 10154	No	No	Yes	No
1587171	Bre Throne Jv Member Llc	C/O The Blackstone Group 345 Park Avenue New York NY 10154	No	No	Yes	No
1587172	L.p. Holdco Retail Bre	345 Park Avenue New York NY 10154	No	No	Yes	No
1591579	L.p. Vi Holdings Estate Real Blackstone	C/O The Blackstone Group 345 Park Avenue New York NY 10154	No	No	Yes	No
1617654	L.p. Vi-Esc Holdings Estate Real Blackstone	C/O The Blackstone Group 345 Park Avenue New York NY 10154	No	No	Yes	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock	Acquisiton	2014-11-14	49,344,411	$0.00	49,344,411	No	4	C	Indirect	See Footnotes
Common Stock	Disposition	2014-11-14	6,168,104	$23.16	43,176,307	No	4	S	Indirect	See Footnotes
Common Stock	Acquisiton	2014-11-14	178,828	$0.00	178,828	No	4	C	Indirect	See Footnotes
Common Stock	Disposition	2014-11-14	155,503	$23.16	23,325	No	4	S	Indirect	See Footnotes
Common Stock	Acquisiton	2014-11-14	1,079,543	$0.00	1,079,543	No	4	C	Indirect	See Footnotes
Common Stock	Disposition	2014-11-14	938,733	$23.16	140,810	No	4	S	Indirect	See Footnotes
Common Stock	Disposition	2014-11-14	4,270	$23.16	29,887	No	4	S	Indirect	See Footnotes
Common Stock	Disposition	2014-11-14	4,344,000	$23.16	2,000,000	No	4	S	Indirect	See Footnotes
Common Stock	Disposition	2014-11-14	8,627,934	$23.16	88,802,646	No	4	S	Indirect	See Footnotes
Common Stock	Disposition	2014-11-14	671,564	$23.16	9,200,403	No	4	S	Indirect	See Footnotes
Common Stock	Disposition	2014-11-14	642,793	$23.16	0	No	4	S	Indirect	See Footnotes
Common Stock	Disposition	2014-11-14	1,444,943	$23.16	19,795,689	No	4	S	Indirect	See Footnotes
Common Stock	Disposition	2014-11-14	1,383,041	$23.16	0	No	4	S	Indirect	See Footnotes
Common Stock	Disposition	2014-11-14	10,729	$23.16	146,973	No	4	S	Indirect	See Footnotes
Common Stock	Disposition	2014-11-14	10,268	$23.16	0	No	4	S	Indirect	See Footnotes
Common Stock	Disposition	2014-11-14	18,405	$23.16	252,152	No	4	S	Indirect	See Footnotes
Common Stock	Disposition	2014-11-14	17,617	$23.16	0	No	4	S	Indirect	See Footnotes
Common Stock	Disposition	2014-11-14	562,096	$23.16	387,904	No	4	S	Indirect	See Footnotes

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	C	Indirect	See Footnotes
No	4	S	Indirect	See Footnotes
No	4	C	Indirect	See Footnotes
No	4	S	Indirect	See Footnotes
No	4	C	Indirect	See Footnotes
No	4	S	Indirect	See Footnotes
No	4	S	Indirect	See Footnotes
No	4	S	Indirect	See Footnotes
No	4	S	Indirect	See Footnotes
No	4	S	Indirect	See Footnotes
No	4	S	Indirect	See Footnotes
No	4	S	Indirect	See Footnotes
No	4	S	Indirect	See Footnotes
No	4	S	Indirect	See Footnotes
No	4	S	Indirect	See Footnotes
No	4	S	Indirect	See Footnotes
No	4	S	Indirect	See Footnotes
No	4	S	Indirect	See Footnotes

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	Common Stock of BPG Subsidiary Inc.	Disposition	2014-11-14	49,344,411	$0.00	49,344,411	$0.00
Common Stock	Common Units of Brixmor Operating Partnership LP	Disposition	2014-11-14	178,828	$0.00	178,828	$0.00
Common Stock	Common Units of Brixmor Operating Partnership LP	Disposition	2014-11-14	1,079,543	$0.00	1,079,543	$0.00

Remaning Holdings	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
0	No	4	C	Indirect
1,065,182	No	4	C	Indirect
6,430,258	No	4	C	Indirect

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Common Stock	3,296,848	Indirect	See Footnotes
Common Stock	221,059	Indirect	See Footnotes
Common Stock	4,404	Indirect	See Footnotes
Common Stock	295	Indirect	See Footnotes
Common Stock	22,601	Indirect	See Footnotes
Common Stock	1,515	Indirect	See Footnotes
Common Stock	84,130	Indirect	See Footnotes

Footnotes

Pursuant to the terms of an exchange agreement, shares of common stock of BPG Subsidiary Inc. were exchanged for shares of Brixmor Property Group Inc. common stock ("Common Stock"), on a one-for-one basis.
This amount represents the $23.75 public offering price per share of Common Stock, less the underwriting discount of $0.59375 per share of Common Stock.
Pursuant to the terms of the limited partnership agreement of Brixmor Operating Partnership LP, and subject to certain requirements and restrictions, the common units of partnership interest of Brixmor Operating Partnership LP are redeemable for shares of Common Stock, on a one-for-one basis.
Reflects securities held directly by Blackstone Retail Transaction II Holdco L.P. The general partner of Blackstone Retail Transaction II Holdco L.P. is Blackstone Real Estate Associates VI L.P.
Reflects securities held directly by BRE Throne JV Member LLC. The sole member of BRE Throne JV Member LLC is BRE Throne Parent LLC. The sole member of BRE Throne Parent LLC is BRE Throne Parent Holdco LLC. The sole member of BRE Throne Parent Holdco LLC is BRE Throne Holdings Member LLC. The sole member of BRE Throne Holdings Member LLC is BRE Throne NR Parent LLC. The members of BRE Throne NR Parent LLC are Blackstone Real Estate Partners VII.F (AV) L.P., Blackstone Real Estate Partners VII L.P., Blackstone Real Estate Partners VII.TE.1 L.P., Blackstone Real Estate Partners VII.TE.2 L.P., Blackstone Real Estate Partners VII.TE.3 L.P., Blackstone Real Estate Partners VII.TE.4 L.P., Blackstone Real Estate Partners VII.TE.5 L.P., Blackstone Real Estate Partners VII.TE.6 L.P., Blackstone Real Estate Holdings VII-ESC L.P., Blackstone Real Estate Holdings VII L.P. and Blackstone Family Real Estate Partnership VII-SMD L.P.
Reflects securities held directly by BRE Southeast Retail Holdings LLC. The members of BRE Southeast Retail Holdings LLC are Blackstone Real Estate Partners VII L.P., Blackstone Real Estate Partners VII.TE.1 L.P., Blackstone Real Estate Partners VII.TE.2 L.P., Blackstone Real Estate Partners VII.TE.3 L.P., Blackstone Real Estate Holdings VII -ESC L.P., Blackstone Real Estate Holdings VII L.P., Blackstone Family Real Estate Partnership VII-SMD L.P. and Blackstone Real Estate Partners VII.F (AV) L.P.
Reflects securities held directly by shares of Common Stock held directly by BRE Retail Holdco L.P.
Reflects shares of Common Stock held directly by BRX Holdco LLC.
Reflects shares of Common Stock held directly by BRX Holdco II LLC.
BRX Holdco II LLC is a wholly-owned subsidiary of BRX Holdco LLC. BRX Holdco LLC is a wholly-owned subsidiary of BRE Retail Holdco L.P. The general partner of BRE Retail Holdco L.P. is Blackstone Real Estate Associates VI L.P.
Reflects shares of Common Stock held directly by BRX BREP VI.TE.1 Holdco A LLC.
Reflects shares of Common Stock held directly by BRX BREP VI.TE.1 Holdco B LLC.
Each of BRX BREP VI.TE.1 Holdco A LLC and BRX BREP VI.TE.1 Holdco B LLC is a wholly-owned subsidiary of Blackstone Real Estate Partners VI.TE.1 L.P. The general partner of Blackstone Real Estate Partners VI.TE.1 L.P. is Blackstone Real Estate Associates VI L.P.
Reflects shares of Common Stock held directly by BRX BREP VI.TE.2 Holdco A LLC.
Reflects shares of Common Stock held directly by BRX BREP VI.TE.2 Holdco B LLC.
Each of BRX BREP VI.TE.2 Holdco A LLC and BRX BREP VI.TE.2 Holdco B LLC is a wholly-owned subsidiary of Blackstone Real Estate Partners VI.TE.2 L.P. The general partner of Blackstone Real Estate Partners VI.TE.2 L.P. is Blackstone Real Estate Associates VI L.P.
The general partner of Blackstone Real Estate Associates VI L.P. is BREA VI L.L.C. The managing member of BREA VI L.L.C. is Blackstone Holdings III L.P.
Reflects the shares of Common Stock held directly by BRX BREH VI Holdco A LLC.
Reflects the shares of Common Stock held directly by BRX BREH VI Holdco B LLC.
Each of BRX BREH VI Holdco A LLC and BRX BREH VI Holdco B LLC is a wholly-owned subsidiary of Blackstone Real Estate Holdings VI L.P.
Reflects the shares of Common Stock held directly by BRX BREH VI-ESC Holdco A LLC.
Reflects the shares of Common Stock held directly by BRX BREH VI-ESC B Holdco LLC.
Each of BRX BREH VI-ESC Holdco A LLC and BRX BREH VI-ESC Holdco B LLC is a wholly-owned subsidiary of Blackstone Real Estate Holdings VI-ESC L.P.
The general partner of each of Blackstone Real Estate Holdings VI L.P. and Blackstone Real Estate Holdings VI-ESC L.P. is BREP VI Side-by-Side- GP L.L.C. The sole member of BREP VI Side-by-Side- GP L.L.C. is Blackstone Holdings III L.P.
Reflects shares of Common Stock held directly by BRE Throne REIT Holdco LLC.
Reflects shares of Common Stock held directly by BRX Throne REIT Holdco A LLC.
Reflects shares of Common Stock held directly by BRX Throne REIT Holdco B LLC.
Each of BRX Throne REIT Holdco A LLC and BRX Throne REIT Holdco B LLC is a wholly-owned subsidiary of BRE Throne REIT Holdco LLC. The sole member of BRE Throne REIT Holdco LLC is BRE Throne REIT Parent LLC. The members of BRE Throne REIT Parent LLC are Blackstone Real Estate Partners VII.F L.P., Blackstone Real Estate Partners VII L.P., Blackstone Real Estate Partners VII.TE.1 L.P., Blackstone Real Estate Partners VII.TE.2 L.P., Blackstone Real Estate Partners VII.TE.3 L.P., Blackstone Real Estate Partners VII.TE.4 L.P., Blackstone Real Estate Partners VII.TE.5 L.P., Blackstone Real Estate Partners VII.TE.6 L.P., Blackstone Real Estate Holdings VII -ESC L.P., Blackstone Real Estate Holdings VII L.P. and Blackstone Family Real Estate Partnership VII-SMD L.P.
The general partner of Blackstone Family Real Estate Partnership VII-SMD L.P. is Blackstone Family GP L.L.C., which is in turn, wholly owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman. BREP VII Side-By-Side GP L.L.C. is the general partner of both Blackstone Real Estate Holdings VII -ESC L.P. and Blackstone Real Estate Holdings VII L.P. The sole member of BREP VII Side-By-Side GP L.L.C. is Blackstone Holdings III L.P.
The general partner of each of Blackstone Real Estate Partners VII.F L.P., Blackstone Real Estate Partners VII.F (AV) L.P., Blackstone Real Estate Partners VII L.P., Blackstone Real Estate Partners VII.TE.1 L.P., Blackstone Real Estate Partners VII.TE.2 L.P., Blackstone Real Estate Partners VII.TE.3 L.P., Blackstone Real Estate Partners VII.TE.4 L.P., Blackstone Real Estate Partners VII.TE.5 L.P. and Blackstone Real Estate Partners VII.TE.6 L.P. is Blackstone Real Estate Associates VII L.P. The general partner of Blackstone Real Estate Associates VII L.P. is BREA VII L.L.C. The managing member of BREA VII L.L.C. is Blackstone Holdings III L.P.
Reflects shares of Common Stock held directly by BRX Throne REIT BREH VII Holdco A LLC.
Reflects shares of Common Stock held directly by BRX Throne REIT BREH VII Holdco B LLC.
Each of BRX Throne REIT BREH VII Holdco A LLC and BRX Throne REIT BREH VII Holdco B LLC is a wholly-owned subsidiary of Blackstone Real Estate Holdings VII L.P.
Reflects shares of Common Stock held directly by BRX Throne REIT BREH VII-ESC Holdco A LLC.
Reflects shares of Common Stock held directly by BRX Throne REIT BREH VII-ESC Holdco B LLC.
Each of BRX Throne REIT BREH VII-ESC Holdco A LLC and BRX Throne REIT BREH VII-ESC Holdco B LLC is a wholly-owned subsidiary of Blackstone Real Estate Holdings VII-ESC L.P.
BREP VII Side-By-Side GP L.L.C. is the general partner of both Blackstone Real Estate Holdings VII -ESC L.P. and Blackstone Real Estate Holdings VII L.P. The sole member of BREP VII Side-By-Side GP L.L.C. is Blackstone Holdings III L.P.
Reflects shares of Common Stock previously held indirectly by Stephen A. Schwarzman that are now directly held by Mr. Schwarzman.
The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C. The sole member of Blackstone Holdings III GP Management L.L.C. is The Blackstone Group L.P. The general partner of The Blackstone Group L.P. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.
Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 4.
Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.
Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose.