SL Green (NYSE: SLG) president details LTIP-based equity stake
Filing Impact
Filing Sentiment
Form Type
3
Rhea-AI Filing Summary
SL Green Realty Corp president and CIO Harrison Sitomer reported his initial equity interests in the company. He directly holds 63,976 shares of Common Stock, along with derivative interests in partnership units that are economically similar to stock options and can ultimately be settled in cash or common stock at the company’s election.
The filing shows Class O LTIP Units tied to 150,000 underlying shares of Common Stock with a conversion threshold of $44.35 per share and a maximum five-year term for conversion rights, with vesting in three equal tranches on January 1, 2027, 2028 and 2029, subject to continued employment. It also reports LTIP Units linked to 33,365 underlying shares, plus an additional 16,650 LTIP Units that remain unvested and subject to time-based vesting and multi-year no-sell and redemption restrictions.
Positive
- None.
Negative
- None.
Insider Trade Summary
3 transactions reported
Mixed
3 txns
Insider
Sitomer Harrison
Role
PRESIDENT & CIO
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| holding | Class O LTIP Units | -- | -- | -- |
| holding | LTIP Units | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
Holdings After Transaction:
Class O LTIP Units — 150,000 shares (Direct);
LTIP Units — 33,365 shares (Direct);
Common Stock — 63,976 shares (Direct)
Footnotes (1)
- Class O LTIP Units are economically similar to stock options granted by the Issuer. Each Class A Unit of limited partnership interest in SL Green Operating Partnership, L.P. (a "Common Unit") acquired upon conversion of vested Class O LTIP Units may be presented for redemption, at the election of the holder, for cash equal to the then fair market value of a share of the Issuer's common stock, except that the Issuer may, at its election, acquire each Common Unit so presented for one share of common stock. Class O LTIP Units and the Common Units into which they may be converted generally may not be disposed of without the consent of the Issuer until two years from the date of the grant of the Class O LTIP Units. The Class O LTIP Units, once vested, may be converted at the election of the holder into a number of Common Units determined by the increase in value of a share of the Issuer's Common Stock at the time of conversion over $44.35, which was the fair market value of a share of the Issuer's Common Stock at the time of grant pursuant to the SL Green Realty Corp. Sixth Amended and Restated 2005 Stock Option and Incentive Plan. One-third of the Class O LTIP Units will vest on each of January 1, 2027, January 1, 2028 and January 1, 2029, respectively, subject to the reporting person's continued employment through such dates. The rights to convert these Class O LTIP Units into Common Units have a maximum term of five years. The rights to redeem Common Units do not have expiration dates. Conditioned upon minimum allocations to the capital accounts of the LTIP Units for federal income tax purposes, each vested LTIP Unit may be converted, at the election of the holder, into a Common Unit. Each Common Unit acquired upon conversion of an LTIP Unit may be presented for redemption, at the election of the holder, for cash equal to the then fair market value of a share of the Issuer's common stock, except that the Issuer may, at its election, acquire each Common Unit so presented for one share of common stock. The redemption right generally cannot be exercised until two years from the date of the grant. The rights to convert LTIP Units into Common Units and redeem Common Units do not have expiration dates. Each LTIP Unit and Common Unit acquired upon conversion of such LTIP Unit is subject to an additional three-year no-sell provision pursuant to which such LTIP Unit and Common Unit generally may not be transferred, and the redemption right associated with the Common Unit may not be exercised, until the earlier of (i) three years after the grant date, (ii) termination of the reporting person's employment or (iii) a change in control of the Issuer. 16,650 LTIP Units remain unvested, subject to time-based vesting conditions and continued employment through the applicable vesting date.
FAQ
What insider holdings did SLG executive Harrison Sitomer report on this Form 3?
Harrison Sitomer reported direct ownership of 63,976 SL Green common shares, plus interests in Class O LTIP Units and LTIP Units that can convert into partnership units linked to additional common shares, subject to vesting schedules, value thresholds, and multi-year transfer and redemption restrictions.
What are the Class O LTIP Units reported by SLG’s president on the Form 3?
Class O LTIP Units are economically similar to stock options. Once vested, they can convert into partnership units based on the increase in SL Green’s common stock value above $44.35, with conversion rights generally lasting five years and redemptions typically restricted for two years from grant.
How do SLG LTIP Units convert into common stock according to this filing?
Each vested LTIP Unit may be converted into a Common Unit, conditioned on certain tax allocations. Each Common Unit can then be redeemed for cash equal to the fair market value of one SL Green share, or, at the company’s election, exchanged for one share of common stock instead.
What vesting schedule applies to Harrison Sitomer’s Class O LTIP Units at SLG?
One-third of the Class O LTIP Units vest on January 1 of 2027, 2028 and 2029, provided Sitomer remains employed through each date. The rights to convert these units into partnership units have a maximum term of five years from grant under the company’s incentive plan.
What transfer and sale restrictions apply to SLG LTIP and Common Units in this Form 3?
LTIP Units and related Common Units are generally subject to multi-year no-sell provisions. They typically cannot be transferred or redeemed for at least two years, and often three years, from grant, except upon employment termination or a change in control of SL Green Realty Corp.