James B. Connor - Oct 3, 2022 Form 4 Insider Report for DUKE REALTY CORP (DRE)

Signature
Neal A. Lewis for James B. Connor per POA prev. filed.
Stock symbol
DRE
Transactions as of
Oct 3, 2022
Transactions value $
-$6,514,863
Form type
4
Date filed
10/5/2022, 06:36 PM
Previous filing
May 31, 2022
Next filing
Dec 29, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction DRE Common Stock Disposed to Issuer -140K -100% 0 Oct 3, 2022 Direct F1
transaction DRE Common Stock Disposed to Issuer -8.65K -100% 0 Oct 3, 2022 By the Linda P. Connor Declaration of Trust dated 6/30/2005 F2
transaction DRE Common Stock Disposed to Issuer -15K -100% 0 Oct 3, 2022 By 401(k) Plan F3, F4

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 DRE Phantom Stock Units Tax liability -$320K -6.64K -42.25% $48.26 9.08K Oct 3, 2022 Common Stock 6.64K Direct F5, F6, F7
transaction DRE Phantom Stock Units Disposed to Issuer -9.08K -100% 0 Oct 3, 2022 Common Stock 9.08K Direct F5, F8
transaction DRE LTIP Units Disposed to Issuer -13.9K -100% 0 Oct 3, 2022 Common Stock 13.9K Direct F9, F10
transaction DRE LTIP Units Disposed to Issuer -26.6K -100% 0 Oct 3, 2022 Common Stock 26.6K Direct F9, F11
transaction DRE LTIP Units Disposed to Issuer -39.6K -100% 0 Oct 3, 2022 Common Stock 39.6K Direct F9, F12
transaction DRE LTIP Units Award +119K +65.67% 301K Oct 3, 2022 Common Stock 119K Direct F9, F13
transaction DRE LTIP Units Disposed to Issuer -$6.19M -119K -39.64% $51.88 182K Oct 3, 2022 Common Stock 119K Direct F9, F14
transaction DRE LTIP Units Disposed to Issuer -182K -100% 0 Oct 3, 2022 Common Stock 182K Direct F9, F15
transaction DRE Units Award +242K +39.81% 851K Oct 3, 2022 Common Stock 242K Direct F16, F17
transaction DRE Units Disposed to Issuer -851K -100% 0 Oct 3, 2022 Common Stock 851K Direct F16, F18
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

James B. Connor is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
F1 Disposed of pursuant to merger agreement between issuer and Prologis, Inc. in exchange for 66,444 shares of Prologis, Inc. common stock having a market value of $101.60 per share on the effective date of the merger.
F2 Disposed of pursuant to merger agreement between issuer and Prologis, Inc. in exchange for 4,110 shares of Prologis, Inc. common stock having a market value of $101.60 per share on the effective date of the merger.
F3 Between February 14, 2022 and October 5, 2022, the Reporting Person acquired 493 shares of DRE's common stock under the Company's 401(k) plan.
F4 Disposed of pursuant to merger agreement between issuer and Prologis, Inc. in exchange for 7,140 shares of Prologis, Inc. common stock having a market value of $101.60 per share on the effective date of the merger.
F5 Represents phantom stock units vested under the 2000 Performance Share Plan of Duke Realty Corporation. The units are valued on a one to one basis to the Company's common stock and are to be settled in stock upon the termination of employment.
F6 Represents shares withheld for taxes upon the distribution of shares granted pursuant to Rule 16b-3 of Section 16b of the Securities Exchange Act of 1934.
F7 Between February 14, 2022 and October 5, 2022, the Reporting Person acquired 253 shares of DRE common stock through dividend reinvestment.
F8 Disposed of pursuant to merger agreement between issuer and Prologis, Inc. in exchange for 4,311 shares of Prologis, Inc. common stock having a market value of $101.60 per share on the effective date of the merger.
F9 Represents units of limited partnership interest (LTIP Unit) in Duke Realty Limited Partnership (DRLP), of which the Issuer is the general partner, issued as long term incentive compensation pursuant to the Issuer's equity based incentive programs. When both earned and vested, each LTIP Unit will automatically convert into a Common Unit of limited partnership interest in DRLP. Each Common Unit acquired upon the conversion of an LTIP Unit is redeemable by the holder for shares of common stock of the Issuer on a one-for-one basis. LTIP Units converted to Common Units are generally not redeemable until two years from the date of the grant.
F10 Disposed of pursuant to merger agreement between issuer and Prologis, Inc. in exchange for 6,581 OP common units of Prologis, L.P. having a market value of $101.60 per unit on the effective date of the merger.
F11 Disposed of pursuant to merger agreement between issuer and Prologis, Inc. in exchange for 12,645 OP common units of Prologis, L.P. having a market value of $101.60 per unit on the effective date of the merger.
F12 Disposed of pursuant to merger agreement between issuer and Prologis, Inc. in exchange for 18,819 OP common units of Prologis, L.P. having a market value of $101.60 per unit on the effective date of the merger.
F13 LTIP Units awarded in lieu of performance share plan units and upon meeting the change in control performance-based conditions, pursuant to Rule 16b-3(d) of Section 16b of the Securities Exchange Act of 1934. LTIP Units are awarded according to the terms described in footnote 9 and have no expiration date.
F14 This award was canceled in the merger in exchange for a cash payment of $6,194,177.
F15 Disposed of pursuant to merger agreement between issuer and Prologis, Inc. in exchange for 86,360 OP common units of Prologis, L.P. having a market value of $101.60 per unit on the effective date of the merger.
F16 Represents LTIP Units that have converted to Common Units of DRLP. Each Common Unit is redeemable by the holder for shares of common stock of the Issuer on a one-for-one basis. LTIP Units converted to Common Units are generally not redeemable until two years from the date of grant and have no expiration date.
F17 Represents Common Units of DRLP awarded in lieu of performance share plans units according to the terms described in footnote 16, upon meeting the change in control performance-based metrics, pursuant to Rule 16b-3(d) of Section 16b of the Securities Exchange Act of 1934.
F18 Disposed of pursuant to merger agreement between issuer and Prologis, Inc. in exchange for 404,126 OP common units of Prologis, L.P. having a market value of $101.60 per unit on the effective date of the merger.