Paula Sutter - Dec 15, 2023 Form 4 Insider Report for Paramount Group, Inc. (PGRE)

Role: Director
Signature: /s/ Gage Johnson as attorney-in-fact for Paula Sutter
Stock symbol: PGRE
Transactions as of: Dec 15, 2023
Transactions value $: $0
Form type: 4
Date filed: 12/19/2023, 05:02 PM
Previous filing: May 24, 2023
Next filing: May 20, 2024

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	PGRE	LTIP Units	Award	$0	+12.8K		$0.00	12.8K	Dec 15, 2023	Common Stock	12.8K		Direct	F1, F2

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Fully vested LTIP Units issued pursuant to the Issuer's Amended and Restated 2014 Equity Incentive Plan in connection with an election made by the reporting person to exchange annual retainer for LTIP units.
F2	Conditioned upon minimum allocations to the capital accounts of the LTIP Units for federal income tax purposes, each vested LTIP Unit will be converted automatically into a common unit of limited partnership interest ("OP Unit") in Paramount Group Operating Partnership LP. Each OP Unit acquired upon conversion of a vested LTIP Unit may be presented for redemption, at the election of the holder, for cash equal to the then fair market value of one share of the Issuer's common stock, except that the Issuer may, at its election, acquire each OP Unit so presented for one share of common stock. Such OP Units are generally not redeemable without the consent of the Issuer until two years from the date of the grant. The conversion feature of vested LTIP Units and the redemption rights for OP Units do not have expiration dates.

Content

Fully vested LTIP Units issued pursuant to the Issuer's Amended and Restated 2014 Equity Incentive Plan in connection with an election made by the reporting person to exchange annual retainer for LTIP units.

Conditioned upon minimum allocations to the capital accounts of the LTIP Units for federal income tax purposes, each vested LTIP Unit will be converted automatically into a common unit of limited partnership interest ("OP Unit") in Paramount Group Operating Partnership LP. Each OP Unit acquired upon conversion of a vested LTIP Unit may be presented for redemption, at the election of the holder, for cash equal to the then fair market value of one share of the Issuer's common stock, except that the Issuer may, at its election, acquire each OP Unit so presented for one share of common stock. Such OP Units are generally not redeemable without the consent of the Issuer until two years from the date of the grant. The conversion feature of vested LTIP Units and the redemption rights for OP Units do not have expiration dates.