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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 | ||||||||
| Stock Option (right to buy) | $ 17.6 | 09/27/2005 | J(1) | 4,210 | 05/19/2000(2) | 05/17/2009 | Common Stock | 4,210 | $ 0 | 36,710 | D | ||||
| Stock Option (right to buy) | $ 11.35 | 09/27/2005 | J(1) | 5,605 | 02/23/2001(3) | 02/22/2010 | Common Stock | 5,605 | $ 0 | 48,875 | D | ||||
| Stock Option (right to buy) | $ 13.71 | 09/27/2005 | J(1) | 7,967 | 03/19/2002(4) | 03/18/2011 | Common Stock | 7,967 | $ 0 | 69,467 | D | ||||
| Stock Option (right to buy) | $ 17.7 | 09/27/2005 | J(1) | 8,368 | 04/02/2003(5) | 04/01/2012 | Common Stock | 8,368 | $ 0 | 72,968 | D | ||||
| Stock Option (right to buy) | $ 16.97 | 09/27/2005 | J(1) | 4,534 | 03/10/2004(6) | 03/09/2013 | Common Stock | 4,534 | $ 0 | 39,534 | D | ||||
| Stock Option (right to buy) | $ 23.11 | 09/27/2005 | J(1) | 5,531 | 03/02/2005(7) | 03/02/2014 | Common Stock | 5,531 | $ 0 | 48,231 | D | ||||
| Stock Option (right to buy) | $ 22.75 | 09/27/2005 | J(1) | 5,479 | 02/23/2006(8) | 02/23/2015 | Common Stock | 5,479 | $ 0 | 47,779 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| SIEGEL STEVEN F C/O NEW PLAN EXCEL REALTY TRUST, INC. 420 LEXINGTON AVENUE NEW YORK, NY 10170 |
Exec VP, Gen Counsel and Secy | |||
| /s/ Steven F. Siegel | 09/27/2005 | |
| **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) | On September 27, 2005, the Company paid a $3.00 special dividend to its stockholders, which resulted in an anti-dilution adjustment that increased the number of options held by the reporting person and decreased the option exercise price. |
| (2) | The initial option for 50,000 shares vested in five equal annual installments beginning on May 19, 2000. The anti-dilution adjustment has no impact on this vesting schedule. |
| (3) | The initial option for 75,000 shares vested with respect to 54,000 shares in five equal annual installments beginning on February 23, 2001. The option vested with respect to the remaining 21,000 shares on February 23, 2008, subject to accelerated vesting upon the satisfaction of certain performance criteria. All of the shares are currently vested. The anti-dilution adjustment has no impact on this vesting schedule. |
| (4) | The initial option for 75,000 shares vests with respect to 54,000 shares in five equal annual installments beginning on March 19, 2002. The option vests with respect to the remaining 21,000 shares on March 19, 2009, subject to accelerated vesting based on the satisfaction of certain performance criteria, and 1/2 of these 21,000 shares are currently vested. The anti-dilution adjustment has no impact on this vesting schedule. |
| (5) | The initial option for 75,000 shares vests with respect to 54,000 shares in five equal annual installments beginning on April 2, 2003. The option vests with respect to the remaining 21,000 shares on April 2, 2010, subject to accelerated vesting upon the satisfaction of certain performance criteria. The anti-dilution adjustment has no impact on this vesting schedule. |
| (6) | The initial option for 35,000 shares vests with respect to 25,200 shares in five equal annual installments beginning on March 10, 2004. The option vests with respect to the remaining 9,800 shares on March 10, 2011, subject to accelerated vesting upon the satisfaction of certain performance criteria. The anti-dilution adjustment has no impact on this vesting schedule. |
| (7) | The option for 42,700 shares vests with respect to 21,350 shares in five equal annual installments beginning on March 2, 2005. The option vests with respect to the remaining 21,350 shares on March 2, 2012, subject to accelerated vesting upon the satisfaction of certain performance criteria, and 1/5 of these 21,350 shares are currently vested. The anti-dilution adjustment has no impact on this vesting schedule. |
| (8) | The option for 42,300 shares vests with respect to 21,150 shares in five equal annual installments beginning on February 23, 2006. The option vests with respect to the remaining 21,150 shares in five equal annual installments beginning on February 23, 2006, subject to satisfaction of certain annual performance criteria. The anti-dilution adjustment has no impact on this vesting schedule. |