Michael S. Frankel - Jan 10, 2023 Form 4 Insider Report for Rexford Industrial Realty, Inc. (REXR)

Role
Co-CEO, Co-President, Director
Signature
/s/ Cher Riban, as attorney-in-fact
Stock symbol
REXR
Transactions as of
Jan 10, 2023
Transactions value $
$0
Form type
4
Date filed
1/12/2023, 08:42 PM
Previous filing
Nov 10, 2022
Next filing
Jan 19, 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 Performance Units Award +106K +29.12% 472K Jan 10, 2023 Common Stock, par value $0.01 106K Direct F1, F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Performance Units are a class of limited partnership units in Rexford Industrial Realty, L.P., the operating partnership of the Issuer (the "Operating Partnership"). Initially, the Performance 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 Performance Units can over time achieve full parity with the OP Units for all purposes. If such parity is reached, vested Performance 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 Reflects Performance Units that were initially granted on December 16, 2019, pursuant to the Amended and Restated Rexford Industrial Realty, Inc. and Rexford Industrial Realty, L.P 2013 Incentive Award Plan, that were subject to performance-based vesting conditions. On December 31, 2022, the measurement period for the performance award ended and on January 10, 2023, the compensation committee of the board of directors certified that 106,484 Performance Units were earned and vested. The number of vested Performance Units reported herein includes 4,759 distribution equivalent units. The vested Performance Units are nonforfeitable as of December 31, 2022.
F3 The Reporting Person also owns 429,739 LTIP Units, a class of limited partnership units in the Operating Partnership.