Barry S. Sternlicht - Dec 31, 2021 Form 4 Insider Report for STARWOOD PROPERTY TRUST, INC. (STWD)

Role: CEO, Chairman of Board, Director
Signature: /s/ Barry S. Sternlicht
Stock symbol: STWD
Transactions as of: Dec 31, 2021
Transactions value $: $0
Form type: 4
Date filed: 1/3/2022, 03:10 PM
Previous filing: Dec 20, 2021
Next filing: Jan 6, 2022

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	STWD	Common Stock	Options Exercise		+232K	+21.58%		1.31M	Dec 31, 2021	By controlled entities	F1, F2, F3
holding	STWD	Common Stock						1.97M	Dec 31, 2021	By GRAT	F4
holding	STWD	Common Stock						8.6M	Dec 31, 2021	Direct

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	STWD	Restricted Stock Units	Options Exercise	$0	-232K	-15.18%	$0.00	1.3M	Dec 31, 2021	Common Stock	232K		By controlled entities	F1, F2, F3, F5, F6

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

Explanation of Responses:

Id	Content
F1	On December 31, 2021, SPT Management, LLC, the issuer's external manager (the "Manager"), acquired 231,759 shares of the issuer's common stock in connection with the vesting of (i) 81,759 of the restricted stock units originally granted to the Manager on September 24, 2019 as an award under the Starwood Property Trust, Inc. 2017 Manager Equity Plan (the "2019 RSUs"), and (ii) 150,000 of the restricted stock units originally granted to the Manager on November 9, 2020 as an award under the Starwood Property Trust, Inc. 2017 Manager Equity Plan (the "2020 RSUs").
F2	The remaining 2019 RSUs will vest ratably in quarterly installments through September 30, 2022 and the remaining 2020 RSUs will vest ratably in quarterly installments through September 30, 2023, in each case subject to the Manager's continued service as the issuer's external manager. As such restricted stock units vest, the awards will be settled in shares of the issuer's common stock promptly, but in no event later than 30 days, following the applicable quarterly vesting dates.
F3	Represents shares of the issuer's common stock held by entities directly or indirectly controlled by Mr. Sternlicht, including the Manager, SFIP, LLC and JAWS Capital, LP.
F4	Represents shares of the issuer's common stock that were previously reported as directly beneficially owned by Mr. Sternlicht, but were contributed to a grantor retained annuity trust on November 23, 2021.
F5	Each restricted stock unit represents a contingent right to receive one share of the issuer's common stock.
F6	Represents the 1,200,000 2019 RSUs granted to the Manager and the 1,800,000 2020 RSUs granted to the Manager, less those restricted stock units that have already vested and been converted into shares of the issuer's common stock.