Filing Details

Accession Number:
0001179110-18-000761
Form Type:
4
Zero Holdings:
No
Publication Time:
2018-01-09 17:58:37
Reporting Period:
2018-01-05
Accepted Time:
2018-01-09 17:58:37
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
1479094 Stag Industrial Inc. STAG Real Estate Investment Trusts (6798) 273099608
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1517406 S Benjamin Butcher C/O Stag Industrial, Inc.
One Federal Street, 23Rd Floor
Boston MA 02110
Chairman, Ceo And President Yes 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 2018-01-05 68,180 $0.00 140,268 No 4 C Direct
Common Stock Disposition 2018-01-05 68,180 $26.41 72,088 No 4 S Direct
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 C Direct
No 4 S Direct
Reported Derivative Transactions
Sec. Name Sec. Type Acquisiton - Disposition Date Amount Price Amount - 2 Price - 2
Common Stock, Par Value $0.01 Per Share LTIP Units Acquisiton 2018-01-05 36,327 $0.00 36,327 $0.00
Common Stock, Par Value $0.01 Per Share LTIP Units Acquisiton 2018-01-05 76,617 $0.00 76,617 $0.00
Common Stock, Par Value $0.01 Per Share LTIP Units Disposition 2018-01-05 68,180 $0.00 68,180 $0.00
Common Stock, Par Value $0.01 Per Share Partnership Units Acquisiton 2018-01-05 68,180 $0.00 68,180 $0.00
Common Stock, Par Value $0.01 Per Share Partnership Units Disposition 2018-01-05 68,180 $0.00 68,180 $0.00
Remaning Holdings Exercise Date Expiration Date Equity Swap Involved Transaction Form Type Transaction Code Nature of Ownership
688,111 No 4 A Direct
764,728 No 4 A Direct
696,548 No 4 C Direct
84,115 No 4 C Direct
15,935 No 4 C Direct
Footnotes
  1. The reporting person converted 68,180 long-term incentive plan units ("LTIP Units") of STAG Industrial Operating Partnership, L.P., a Delaware limited partnership (the "Operating Partnership"), of which STAG Industrial, Inc., a Maryland corporation (the "Issuer"), is the sole member of the general partner, into 68,180 common units of limited partnership of the Operating Partnership ("OP Units") and redeemed the OP Units. The LTIP Units are convertible into OP Units as they are non-forfeitable and certain conditions to parity have been satisfied. The OP Units are redeemable for cash equal to the current market value of one share of the Issuer's common stock or, at the Issuer's election, for shares of the Issuer's common stock on a one-for-one basis. The Issuer elected to redeem the reporting person's OP Units with common stock.
  2. The LTIP Units were converted, the OP Units were redeemed and the shares were sold pursuant to an approved Rule 10b5-1 Trading Plan entered into by the reporting person on December 6, 2017 in compliance with the Rule 10b5-1 Guidelines adopted by the Board of Directors of the Issuer.
  3. This represents the weighted average sales price. Sales prices range from $26.35 to $26.63. Upon request by the Securities and Exchange Commission, the Issuer or a stockholder of the Issuer, the reporting person will provide full information regarding the number of shares sold at each separate price.
  4. The LTIP Units were granted to the reporting person on January 5, 2018 pursuant to the Issuer's 2011 Equity Incentive Plan, as amended. The LTIP Units are subject to forfeiture over a four-year period.
  5. Pursuant to the terms of the Issuer's 2015 Outperformance Program (the "Program"), which was established pursuant to the Issuer's 2011 Equity Incentive Plan, as amended, the LTIP Units were "earned" upon the achievement of performance hurdles as of December 31, 2017, subject to a determination by the Compensation Committee of the Issuer's Board of Directors (the "Compensation Committee") that such hurdles were met. The determination that these performance hurdles were met was made by the Compensation Committee on January 5, 2018. The LTIP Units are fully vested as of the date of grant.
  6. Represents LTIP Units granted to the reporting person pursuant to the Issuer's 2011 Equity Incentive Plan, as amended. Over time, the LTIP Units can achieve full parity with OP Units for all purposes. If such parity is reached, non-forfeitable LTIP Units may be converted into OP Units and then may be redeemed for cash equal to the then-current market value of one share of the Issuer's common stock or, at the Issuer's election, for shares of the Issuer's common stock on a one-for-one basis. LTIP Units do not have an expiration date.
  7. Represents the number of LTIP Units earned as of December 31, 2017 under the Program, based upon certain performance hurdles having been met by the Issuer and the percentage of the reporting person's interest in the outperformance pool established by the Issuer under the Program.
  8. Represents OP Units in the Operating Partnership. OP Units may be redeemed for cash equal to the then-current market value of one share of the Issuer's common stock or, at the Issuer's election, for shares of the Issuer's common stock on a one-for-one basis. The OP Units are vested as of the date of issuance and have no expiration date.
  9. Includes 6,615 OP Units previously held through Net Lease Aggregation Funds, LLC and BSB STAG III, LLC, for which the reporting person was the managing member. Such OP Units are now held directly.