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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Units of Class B Limited Partnership Interest | (3) | 06/06/2007 | M(3) | 1,580,211 | (3) | (3) | Shares of Beneficial Interest | 1,580,211 | $ 0 | 0 | I | By Controlled Entity (5) | |||
Call Right | $ 53.1 | 06/06/2007 | X | 14,500 | 03/01/2007 | 03/01/2008 | Preferred Shares | 14,500 | $ 0 | 0 | I | By Controlled Entity (5) |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
PASQUERILLA MARK E C/O PENN. REAL ESTATE INVESTMENT TRUST THE BELLEVUE, 200 S. BROAD STREET PHILADELPHIA, PA 19102 |
X |
Mark E. Pasquerilla | 06/06/2007 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | The shares were issued to Pasquerilla LLC, an entity controlled by Mr. Pasquerilla, in exchange for a like number of units of class B limited partnership interest ("Class B Units") of PREIT Associates, L.P. The Class B Units were subject to a Call Agreement among Crown Holding Company ("CHC"), Crown Investment Trust ("CIT"), Crown American Properties, L.P. ("CAP") and Pasquerilla Enterprises, L.P. ("PELP"). Pursuant to the Call Agreement, CAP granted PELP a call right with respect to the Class B Units on December 21, 2006. Pasquerilla, LLC obtained the right to receive the shares of beneficial interest through the assignment of that right from PELP at or about the time that CAP redeemed 1,580,211 Class B Units. The issuer is the general partner of PREIT Associates, L.P. |
(2) | Held by Marenrico Partnership, an entity controlled by Mr. Pasquerilla. |
(3) | Class B Units are redeemable for cash equal to contemporaneous market prices for shares of beneficial interest in the issuer, Pennsylvania Real Estate Investment Trust, or, at the election of the issuer, a like number of shares of beneficial interest of the issuer. The issuer elected to redeem the Class B Units with shares of beneficial interest. Class B Units have no expiration date and are convertible when issued. |
(4) | The Preferred Shares were subject to a Call Agreement among CHC, CIT, CAP and PELP. Pursuant to the Call Agreement, CIT granted PELP a call right with respect to the Preferred Shares. Pasquerilla LLC obtained the right to receive the Preferred Shares through the assignment of that right from PELP. |
(5) | The shares are held by Pasquerilla LLC, an entity controlled by Mr. Pasquerilla. |