| Name | Relationship | Address | Signature | Signature date | CIK |
|---|---|---|---|---|---|
| Sutter Paula | Director | C/O PARAMOUNT GROUP, INC., 1633 BROADWAY, NEW YORK | /s/ Timothy Dembo as attorney-in-fact for Paula Sutter | 22 Dec 2025 | 0001849441 |
| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | PGRE | LTIP Units | Options Exercise | $0 | -12,769 | -100% | $0.000000 | 0 | 19 Dec 2025 | Common Stock | 12,769 | Direct | F1, F2 | |
| transaction | PGRE | LTIP Units | Options Exercise | $0 | -25,000 | -100% | $0.000000 | 0 | 19 Dec 2025 | Common Stock | 25,000 | Direct | F1, F3 | |
| transaction | PGRE | LTIP Units | Options Exercise | $0 | -25,370 | -100% | $0.000000 | 0 | 19 Dec 2025 | Common Stock | 25,370 | Direct | F1, F4 | |
| transaction | PGRE | Common OP Units | Options Exercise | $0 | +63,139 | +228% | $0.000000 | 90,789 | 19 Dec 2025 | Common Stock | 63,139 | Direct | F5, F6, F7 | |
| transaction | PGRE | Common OP Units | Disposed to Issuer | $599,207 | -90,789 | -100% | $6.60 | 0 | 19 Dec 2025 | Common Stock | 90,789 | Direct | F5, F8 |
Paula Sutter is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.
| Id | Content |
|---|---|
| F1 | Pursuant to the Second Amended and Restated Agreement of Limited Partnership of Paramount Group Operating Partnership LP, a Delaware limited partnership and a subsidiary of the Issuer (the "Operating Partnership"), dated as of October 26, 2020 (the "Partnership Agreement"), each LTIP Unit converts automatically into one OP Unit (defined below) on the later to occur of (i) vesting and (ii) the date on which the Book-Up Target (as defined in the Partnership Agreement) for such LTIP Unit becomes zero. |
| F2 | At the Partnership Merger Effective Time (as defined in the Merger Agreement, defined below), these securities, comprised of vested LTIP Units granted on December 15, 2023 whose Book-Up Target was zero after giving effect to the Partnership Merger (as defined in the Merger Agreement), automatically converted into an equivalent number of OP Units in accordance with the Partnership Agreement. |
| F3 | At the Partnership Merger Effective Time (as defined in the Merger Agreement, defined below), these securities, comprised of vested LTIP Units granted on May 16, 2024 whose Book-Up Target was zero after giving effect to the Partnership Merger, automatically converted into an equivalent number of OP Units in accordance with the Partnership Agreement. |
| F4 | At the Partnership Merger Effective Time, these securities, comprised of LTIP Units granted on May 15, 2025 that were subject to time-vesting conditions and became fully vested pursuant to the applicable award agreement and whose Book-Up Target was zero after giving effect to the Partnership Merger, automatically converted into an equivalent number of OP Units in accordance with the Partnership Agreement. |
| F5 | Represents common units of limited partnership interest ("OP Units") in the Operating Partnership. Each OP Unit could be presented, 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 could, at its election, acquire each OP Unit so presented for one share of common stock. OP Units are not subject to vesting. These redemption rights did not have an expiration date. |
| F6 | Represents the acquisition of OP Units from the conversion of LTIP Units at the Partnership Merger Effective Time as discussed in Footnotes 2-4. |
| F7 | Includes 27,650 LTIP Units granted on May 18, 2023 that were previously automatically converted into OP Units but the conversion of which was not reported on a Form 4. |
| F8 | Pursuant to the Agreement and Plan of Merger, dated as of September 17, 2025 (as amended on October 8, 2025, and as may be amended from time to time, the "Merger Agreement"), by and among the Issuer, the Operating Partnership, Rithm Capital Corp., a Delaware corporation ("Parent"), Panorama REIT Merger Sub, Inc., a Maryland corporation and a wholly owned subsidiary of Parent, and Panorama Operating Merger Sub LP, a Delaware limited partnership and a wholly owned subsidiary of Parent, at the Partnership Merger Effective Time, each outstanding OP Unit was cancelled and exchanged for the Partnership Merger Consideration of $6.60 per unit. |