Howard Schwimmer - Nov 8, 2022 Form 4 Insider Report for Rexford Industrial Realty, Inc. (REXR)

Signature
/s/ Howard Schwimmer
Stock symbol
REXR
Transactions as of
Nov 8, 2022
Transactions value $
$0
Form type
4
Date filed
11/10/2022, 01:43 PM
Previous filing
Aug 3, 2022
Next filing
Feb 14, 2023

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 REXR LTIP Units Award +66.7K +15.74% 491K Nov 8, 2022 Common Stock, par value $0.01 66.7K Direct F1, F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 LTIP Units are a class of limited partnership units in Rexford Industrial Realty, L.P. (the "Operating Partnership"). Initially, the LTIP Units do not have full parity with common limited partnership units of the Operating Partnership ("OP Units") with respect to liquidating distributions. However, upon the occurrence of certain events described in the Operating Partnership's partnership agreement, the LTIP Units can over time achieve full parity with the OP Units for all purposes. If such parity is reached, vested LTIP Units may be converted into an equal number of OP Units on a one for one basis at any time at the request of the Reporting Person or the general partner of the Operating Partnership. OP Units are redeemable by the holder for an equivalent number of shares of the Issuer's common stock ("Shares") or for the cash value of such shares, at the Issuer's election.
F2 (Continued from Footnote 1) The LTIP Units, issued pursuant to the Second Amended and Restated Rexford Industrial Realty, Inc. and Rexford Industrial Realty, L.P. 2013 Incentive Award Plan, will vest 1/3 in equal installments on November 8 of 2023, 2024 and 2025, subject to earlier vesting upon certain terminations of the Reporting Person's employment or a change of control of the Issuer, in each case as described in the award agreement.
F3 The Reporting Person also owned the following securities: (i) 365,694 Performance Units, a class of limited partnership units in the Operating Partnership, (ii) 162,139 OP Units, of which 7,275 OP Units are held by the Schwimmer Living Trust dated December 14, 2001 (the "Living Trust") of which the Reporting Person is a trustee, and of which 42,002 OP Units are held by the Schwimmer Family Irrevocable Trust (the "Family Trust") of which the Reporting Person is a trustee, and (iii) 66,295 Shares, of which 13,575 Shares are held by the Family Trust of which the Reporting Person is a trustee. The Reporting Person disclaims beneficial ownership of the OP Units and Shares held by the Living Trust and the Family Trust, except to the extent of his pecuniary interest therein.