Filing Details
- Accession Number:
- 0001217462-15-000004
- Form Type:
- 4/A
- Zero Holdings:
- No
- Publication Time:
- 2015-09-28 18:33:18
- Reporting Period:
- 2015-09-24
- Filing Date:
- 2015-09-28
- Accepted Time:
- 2015-09-28 18:33:18
- Original Submission Date:
- 2015-09-28
- 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 | 2015-09-24 | 1,596 | $20.30 | 51,596 | No | 4 | S | Indirect | See foot note |
| Class A Common Stock | Disposition | 2015-09-24 | 17,904 | $20.24 | 33,692 | No | 4 | S | Indirect | See foot note |
| Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|
| No | 4 | S | Indirect | See foot note |
| No | 4 | S | Indirect | See foot note |
Reported Non-Derivative Holdings
| Sec. Name | Remaning Holdings | Nature of Ownership | Explanation |
|---|---|---|---|
| Class A Common Stock | 614,844 | Indirect | See footnote |
| Class A Common Stock | 432,257 | Indirect | See foot note |
| Class A Common Stock | 25,000 | Indirect | See foot note |
| Class A Common Stock | 4,953 | Direct | |
| Class A Common Stock | 6,408 | Direct | |
| Class A Common Stock | 8,008 | Direct | |
| Class A Common Stock | 6,275 | 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 | 894 | 894 | Indirect |
| Common Stock | Class B Common - Convertible | $0.00 | 1988-08-08 | 1988-08-08 | 1,000 | 1,000 | 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 | 100,000 | 100,000 | 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 | 158,984 | 158,984 | Indirect |
| Common Stock | Class B Common - Convertible | $0.00 | 1988-08-08 | 1988-08-08 | 63,290 | 63,290 | 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 | 1,580 | 1,580 | Indirect |
| Common Stock | Class B Common - Convertible | $0.00 | 1988-08-08 | 1988-08-08 | 85,712 | 85,712 | 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 |
| Class A Common | 2014 Performance Shares | $0.00 | 2017-12-31 | 1988-08-08 | 8,008 | 8,008 | Direct |
| Class A Common | 2015 Performance Shares | $0.00 | 2017-12-31 | 1988-08-08 | 6,275 | 6,275 | Direct |
| Class A Common | 2015 Out Performance Shares | $0.00 | 2017-12-31 | 1988-08-08 | 14,000 | 14,000 | Direct |
| Expiration Date | Amount | Remaning Holdings | Nature of Ownership |
|---|---|---|---|
| 1988-08-08 | 900 | 900 | Direct |
| 1988-08-08 | 894 | 894 | Indirect |
| 1988-08-08 | 1,000 | 1,000 | Indirect |
| 1988-08-08 | 420,618 | 420,618 | Indirect |
| 1988-08-08 | 100,000 | 100,000 | Indirect |
| 1988-08-08 | 344,736 | 344,736 | Indirect |
| 1988-08-08 | 158,984 | 158,984 | Indirect |
| 1988-08-08 | 63,290 | 63,290 | Indirect |
| 1988-08-08 | 225,547 | 225,547 | Indirect |
| 1988-08-08 | 35,238 | 35,238 | Indirect |
| 1988-08-08 | 1,580 | 1,580 | Indirect |
| 1988-08-08 | 85,712 | 85,712 | 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 |
| 1988-08-08 | 8,008 | 8,008 | Direct |
| 1988-08-08 | 6,275 | 6,275 | Direct |
| 1988-08-08 | 14,000 | 14,000 | Direct |
Footnotes
- Brian Ratner Revocable Trust dated 8/18/1986. - trust holds 614,844 Class A Common shares; Class B Common shares - 894 shares are held as a direct limited partner of RMS, Ltd; 420,618 shares are held as a limited partnersip interest in FCE Management, LP (a limited partner of RMS, Ltd.) and remaining 1,000 shares are held directly by the trust. 2,136 shares vested on 4/08/2015; 2,476 shares vested on 4/11/2015; and 2,858 shares vested on 4/13/2015, all shares were transferred to this account. The price $20.2421 represents a weighed average of sales prices ranging from $20.12 per share to $20.30 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.
- Albert B. Ratner 1989 Grand Childrens Trust - 7,096 shares for the benefit of David (son), and 26,596 shares for the benefit of Emily (daughter). Brian Ratner serves as trustee for the trust.
- Albert B. Ratner 1986 Remainder Interest Trust - 216,129 Class A shares & 50,000 Class B shares for the benefit of David (son), and 216,128 Class A shares & 50,000 Class B shares for the benefit of Emily (daughter). Brian Ratner serves as a trust advisor. Brian Ratner disclaims any beneficial interest.
- 2012 Restricted Stock Grant - 25% vest on 4/11/2014; 25% vest on 4/11/2015; and 50% vest on 4/11/2016. 2,476 shares vested on 4/11/2015 and were transferred to footnote #1.
- 2013 Restricted Stock Grant - 25% vest on 4/08/2015; 25% vest on 4/08/2016; and 50% vest on 4/08/2017. 2,136 shares vested on 4/08/2015 and were transferred to footnote #1.
- 2014 Restricted Stock Grant - 0% vest on 3/28/2015; 25% vest on 3/28/2016; 25% vest on 3/28/2017; and 50% vest on 3/28/2018.
- 2015 Restricted Stock Grant - 25% vest on 3/26/2016; 25% vest on 3/26/2017; and 50% vest on 3/26/2018.
- General Partnership interest in RMS, Ltd. partnership a 10% sharelholder.
- 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 - 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 - 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).
- David Ratner, Trustee - Brian Ratner (father) serves as trust advisor. Brian Ratner disclaims any beneficial interest.
- Emily F. Ratner Revocable Trust, 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 4/04/2008; 25% exercisable 4/04/2009; and 50% exersicable 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.
- 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.
- 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.
- 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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