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Filing Details

Accession Number:: 0001217465-18-000004
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2018-02-13 16:49:09
Reporting Period:: 2017-10-16

Accepted Time:: 2018-02-13 16:49:09
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1647509	Forest City Realty Trust Inc.	FCEA	()	4

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1217465	A Ronald Ratner	50 Public Square, Suit 1100 Cleveland OH 44113	Executive Vice President	Yes	Yes	No	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
Class A Common Stock	Disposition	2017-10-16	18,222	$25.28	169,278	No	4	S	Indirect	See footnote
Class A Common Stock	Disposition	2017-10-17	11,778	$25.03	157,500	No	4	S	Indirect	See footnote
Class A Common Stock	Disposition	2017-11-16	16,000	$24.97	141,500	No	4	S	Indirect	See footnote
Class A Common Stock	Disposition	2017-11-17	14,000	$25.02	127,500	No	4	S	Indirect	See footnote
Class A Common Stock	Disposition	2017-12-18	16,291	$24.43	111,209	No	4	S	Indirect	See footnote
Class A Common Stock	Disposition	2017-12-19	10,268	$24.10	100,941	No	4	S	Indirect	See footnote
Class A Common Stock	Disposition	2017-12-20	3,441	$23.77	97,500	No	4	S	Indirect	See footnote
Class A Common Stock	Disposition	2018-01-16	28,540	$23.66	68,960	No	4	S	Indirect	See footnote
Class A Common Stock	Disposition	2018-01-17	1,460	$23.50	67,500	No	4	S	Indirect	See footnote

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

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Class A Common Stock	946,939	Indirect	See footnote
Class A Common Stock	152,681	Indirect	See footnote
Class A Common Stock	4,696	Indirect	See footnote
Class A Common Stock	519,812	Indirect	See footnote
Class A Common Stock	6,770	Direct
Class A Common Stock	8,954	Direct
Class A Common Stock	11,452	Direct
Class A Common Stock	1,179	Indirect	See footnote
Class A Common Stock	613,661	Indirect	See footnote

Reported Derivative Holdings

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Sec. Name	Sec. Type	Price	Date	Expiration Date	Amount	Remaning Holdings	Nature of Ownership
Class A Common	2008 Stock Option Grant (right to buy)	$36.38	2010-06-18	2018-06-18	17,721	17,721	Direct
Class A Common	2009 Stock Option Grant (right to buy)	$7.80	2011-04-21	2019-04-21	21,797	21,797	Direct
Class A Common	2010 Stock Option Grant (right to buy)	$15.89	2012-04-14	2020-04-14	36,635	36,635	Direct
Class A Common	2011 Stock Option Grant (right to buy)	$17.72	2013-04-13	2021-04-13	24,103	24,103	Direct
Class A Common	2012 Stock Option Grant (right to buy)	$14.74	2014-04-11	2022-04-11	32,477	32,477	Direct
Class A Common	2013 Stock Option Grant (right to buy)	$17.60	2015-04-08	2023-04-08	30,384	30,384	Direct
Class A Common	2014 Stock Option Grant (right to buy)	$18.73	2016-03-28	2024-03-28	28,745	28,745	Direct
Class A Common	2014 Performance Shares	$0.00	2017-12-31	1988-08-08	17,796	17,796	Direct
Class A Common	2015 Performance Shares	$0.00	2017-12-31	1988-08-08	13,539	13,539	Direct
Class A Common	2016 Performance Shares	$0.00	2018-12-31	1988-08-08	17,908	17,908	Direct
Class A Common	2017 Performance Shares	$0.00	2019-12-31	1988-08-08	17,178	17,178	Direct
Class A Common	2015 Out Performance Shares	$0.00	2017-12-31	1988-08-08	20,000	20,000	Direct

Expiration Date	Amount	Remaning Holdings	Nature of Ownership
2018-06-18	17,721	17,721	Direct
2019-04-21	21,797	21,797	Direct
2020-04-14	36,635	36,635	Direct
2021-04-13	24,103	24,103	Direct
2022-04-11	32,477	32,477	Direct
2023-04-08	30,384	30,384	Direct
2024-03-28	28,745	28,745	Direct
1988-08-08	17,796	17,796	Direct
1988-08-08	13,539	13,539	Direct
1988-08-08	17,908	17,908	Direct
1988-08-08	17,178	17,178	Direct
1988-08-08	20,000	20,000	Direct

Footnotes

The Ronald Ratner 1986 Trust Agreement, as modified (Ronald Ratner is Trustee). The Trust holds 946,939 shares of Class A Common Stock as follows: 637,600 shares held as a direct limited partner of RMS, Ltd.; and 309,339 shares directly.
Deborah B. Ratner Trust - individually trust of spouse, shares held in street account.
Deborah Ratner 2012 Irrev Trust (Ronald Ratner is Trustee). The sales reflected in Table I line 3 through 11 occurred pursuant to a Rule 10b5-1 Sales Plan, adopted on 09/12/2017. The sales were inadvertently omitted from filer's Form 4s filed on 10/18/2017, 11/20/2017, 12/20/2017, and 1/18/2018, respectively. The prices of $25.28, $25.03, $24.97, $25.02, $24.43, $24.10, $23.77, $26.66, and $23.50 represent weighted average of sales prices ranging from $25.16 to $25.45; from $24.94 to $25.25; from $24.80 to $25.09; from $24.89 to $25.16; from $24.33 to $24.65; from $24.03 to $24.28; from $23.59 to $24.07; from $23.50 to $23.84, and from $23.50 to $23.51 per share, respectively. Post-transactions, the Trust holds 67,500 shares of Class A Common Stock.
Deborah B. Ratner, Trustee of the Irene Meldon 1998 Irrevocable dated 12/04/1998. Trust holds 4,696 shares of Class A Common Stock as follows: 2,348 shares for benefit of Matthew (son); and 2,348 shares for benefit of Sarah (daughter). Ronald Ratner disclaims any beneficial interest.
Max Ratner Grandchildren's Trust dated 12/21/1988. The Trust holds 519,812 shares of Class A Common Stock as follows: 40,000 shares as a direct limited partner of RMS, Ltd. fbo Matthew Ratner (son); 161,578 directly fbo Matthew; 70,000 shares as a direct limited partner of RMS, Ltd. fbo Sarah Ratner (daughter); and 248,234 directly fbo Sarah. Ronald Ratner disclaims any beneficial interest.
2015 Restricted Stock Grant - 25% vested on 3/26/2016; 25% vested on 3/26/2017; and 50% vest on 3/26/2018.
2016 Restricted Stock Grant - 25% vested on 3/23/2017; 25% vest on 3/23/2018; and 50% vest on 3/23/2019.
2017 Restricted Stock Grant - 25% vest on 3/24/2018; 25% vest on 3/24/2019; and 50% vest on 3/24/2020.
General Partnership interest in RMS, Ltd Partnership.
Max Ratner Family 1999 Revocable Trust (Ronald Ratner is Trust Advisor). Trust holds 613,661 shares of Class A Common Stock as follows: 14,887 shares for the benefit of Sarah Ratner (daughter); 350,000 shares for Sarah Ratner as a limited partner in RMS Ltd.; 23,774 shares for the benefit of Matthew Ratner (son); and 225,000 for Matthew Ratner as a limited partner of RMS, Ltd. Ronald Ratner disclaims any beneficial interest.
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.
2012 Stock Option Grant - 25% exercisable 4/11/2014; 25% exercisable 4/11/2015; and 50% exercisable 4/11/2016.
2013 Stock Option Grant - 25% exercisable 4/08/2015; 25% exercisable 4/08/2016; and 50% exercisable 4/08/2017.
2014 Stock Option Grant - 0% exercisable 3/28/2015; 25% exercisable 3/28/2016; 25% exercisable 3/28/2017; and 50% exercisable 3/28/2018.
Performance Shares Award - granted 3/28/2014 - performance period is from January 1, 2014 to December 31, 2017. 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 $18.73 per share. There is no fixed expiration date.
Performance Shares Award - granted 3/26/2015 - performance period is from January 1, 2015 to December 31, 2017. 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 $24.62 per share. There is no fixed expiration date.
Performance Shares Award - granted 3/23/2016 - performance period is from January 1, 2016 to December 31, 2018. 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 $20.94 per share. There is no fixed expiration date.
Performance Shares Award - granted 3/24/2017 - performance period is from January 1, 2017 to December 31, 2019. 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 $21.83 per share. There is no fixed expiration date.
Out Performance Shares Award - granted 3/27/2015 - performance period is from January 1, 2015 to December 31, 2017. 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 300% of the number of Performance Shares granted. Fair market value on date of grant is $25.31 per share. There is no fixed expiration date.