Edgar Filing: HOME PROPERTIES INC

Ownership Submission

FORM 4

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT 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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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

GARDNER DAVID P

2. Issuer Name and Ticker or Trading Symbol
HOME PROPERTIES INC [HME]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

_____ Director	_____ 10% Owner
__X__ Officer (give title below)	_____ Other (specify below)
EVP, CFO

(Last)

(First)

(Middle)

HOME PROPERTIES, INC., 850 CLINTON SQUARE

3. Date of Earliest Transaction (Month/Day/Year)
09/30/2015

(Street)

ROCHESTER, NY 14604

4. If Amendment, Date Original Filed(Month/Day/Year)

6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

(City)

(State)

(Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock, par value $.01	09/30/2015		G	V	13,505	D	$ 0	80,925	D
Common Stock, par value $.01	10/07/2015		A		34,750 ⁽¹⁾	A	$ 0	115,675	D
Common Stock, par value $.01	10/07/2015		D		115,675 ⁽²⁾	D	$ 75.23 ⁽³⁾	0	D
Units of Home Properites, L.P.	10/07/2015		D		2,871	D	$ 75.23 ⁽³⁾	0	D

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)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

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)

Code

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Employee Stock Option

$ 51.06

10/07/2015

25,000

⁽⁴⁾

05/04/2016

common stock

25,000

$ 24.17 ⁽⁵⁾

Employee Stock Options

$ 55.5

10/07/2015

30,486

⁽⁴⁾

05/01/2017

common stock

30,486

$ 19.73 ⁽⁶⁾

Employee Stock Options

$ 52.56

10/07/2015

38,514

⁽⁴⁾

05/01/2018

common stock

38,514

$ 22.67 ⁽⁷⁾

Employee Stock Options

$ 33.9

10/07/2015

47,552

⁽⁴⁾

05/11/2019

common stock

47,552

$ 41.33 ⁽⁸⁾

Employee Stock Options

$ 49.35

10/07/2015

30,374

⁽⁴⁾

05/11/2020

common stock

30,374

$ 25.88 ⁽⁹⁾

Employee Stock Options

$ 62.09

10/07/2015

16,017

⁽⁴⁾

05/10/2021

common stock

16,017

$ 13.14 ⁽¹⁰⁾

Employee Stock Options

$ 63.69

10/07/2015

21,459

⁽⁴⁾

05/08/2022

common stock

21,459

$ 11.54 ⁽¹¹⁾

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
GARDNER DAVID P HOME PROPERTIES, INC. 850 CLINTON SQUARE ROCHESTER, NY 14604			EVP, CFO

Signatures

/s/ David P. Gardner, By Ann M. McComrick, attorney-in-fact		10/07/2015
^**Signature of Reporting Person		Date

Explanation of Responses:

*	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)	Represents shares received for no consideration that were earned based on the achievement of certain performance measures.
(2)	Includes common shares, restricted shares and restricted stock units, including those earned pursuant to performance-based measures.
(3)	Disposed of pursuant to the merger of Home Properties, Inc. with and into an affiliate of Lone Star Real Estate Fund IV (U.S.), L.P. in exchange for the right to receive $75.23 in cash per share.
(4)	Options were fully vested.
(5)	Disposed of pursuant to the merger of Home Properties, Inc. with and into an affiliate of Lone Star Real Estate Fund IV (U.S.), L.P. in exchange for the right to receive $24.17 per share underlying the stock options, representing the spread between the exercise price and the merger price of $75.23.
(6)	Disposed of pursuant to the merger of Home Properties, Inc. with and into an affiliate of Lone Star Real Estate Fund IV (U.S.), L.P. in exchange for the right to receive $19.73 per share underlying the stock options, representing the spread between the exercise price and the merger price of $75.23.
(7)	Disposed of pursuant to the merger of Home Properties, Inc. with and into an affiliate of Lone Star Real Estate Fund IV (U.S.), L.P. in exchange for the right to receive $22.67 per share underlying the stock options, representing the spread between the exercise price and the merger price of $75.23.
(8)	Disposed of pursuant to the merger of Home Properties, Inc. with and into an affiliate of Lone Star Real Estate Fund IV (U.S.), L.P. in exchange for the right to receive $41.33 per share underlying the stock options, representing the spread between the exercise price and the merger price of $75.23.
(9)	Disposed of pursuant to the merger of Home Properties, Inc. with and into an affiliate of Lone Star Real Estate Fund IV (U.S.), L.P. in exchange for the right to receive $25.88 per share underlying the stock options, representing the spread between the exercise price and the merger price of $75.23.
(10)	Disposed of pursuant to the merger of Home Properties, Inc. with and into an affiliate of Lone Star Real Estate Fund IV (U.S.), L.P. in exchange for the right to receive $13.14 per share underlying the stock options, representing the spread between the exercise price and the merger price of $75.23.
(11)	Disposed of pursuant to the merger of Home Properties, Inc. with and into an affiliate of Lone Star Real Estate Fund IV (U.S.), L.P. in exchange for the right to receive $11.54 per share underlying the stock options, representing the spread between the exercise price and the merger price of $75.23.

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