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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 | ||||||||
Restricted Stock Units | (4) | 03/08/2019 | A | 352,427 | (5) | (5) | Common Stock, par value $0.01 per share | 352,427 | $ 0 | 352,427 | D | ||||
Partnership Common Units | (6) | 03/08/2019 | J(6) | 126,282 | 03/08/2019 | (7) | Common Stock, par value $0.01 per share | 126,282 | (6) | 14,772,918 | I | By Arbor Commercial Mortgage, LLC | |||
Partnership Common Units | (7) | (7) | (7) | Not Applicable (7) | (7) | 75,805 | D | ||||||||
Partnership Common Units | (7) | (7) | (7) | Not Applicable (7) | (7) | 39,024 | I | By Arbor Management, LLC |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
KAUFMAN IVAN C/O ARBOR REALTY TRUST, INC. 333 EARLE OVINGTON BLVD., STE. 900 UNIONDALE, NY 11553 |
X | X | COB, CEO and President |
/s/ Ivan Kaufman | 03/12/2019 | |
**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) | Share of common stock par value $0.01 per share of Arbor Realty Trust, Inc. (the "Company") granted pursuant to the Company's 2017 Omnibus Stock Incentive Plan. One fourth vest on the date of grant, one fourth vest in one year, one fourth vest in two years and one fourth vest in three years. |
(2) | Represents shares that have been reaquired by the Company to satisfy tax-withholding obligations in connection with the vesting of Mr. Kaufman's common stock. |
(3) | Mr. Kaufman disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein. |
(4) | Each restricted stock unit represents the contingent right to receive one share of common stock upon vesting of the unit. |
(5) | The shares of Common Stock are issuable to Mr. Kaufman if the Company achieves certain total shareholder return objectives for the four-year period ending December 31, 2022, generally subject to continued employment with the Company as of the end of such four-year performance period. |
(6) | On July 14, 2016, Arbor Realty Limited Partnership, a Delaware limited partnership, issued Partnership Common Units ("OP Units") to Arbor Commercial Mortgage, LLC ("ACM") and, therefore, the Company issued Special Voting Preferred Stock ("Preferred Shares") to ACM. On March 8, 2019, ACM distributed 126,282 OP Units and Preferred Shares with a fair market value of approximately $1.6 million to one of its partners for his respective membership interest. The fair market value was determined using the closing stock price of the Company on March 8, 2019 of $12.67. In addition, the Company redeemed such distributed shares for cash totaling approximately $1.6 million, which was based on the same $12.67 fair market value described above. |
(7) | Not applicable. |