Anthony Maretic - Jan 24, 2023 Form 4 Insider Report for City Office REIT, Inc. (CIO)

Role
Chief Financial Officer
Signature
/s/ Anthony Maretic
Stock symbol
CIO
Transactions as of
Jan 24, 2023
Transactions value $
$0
Form type
4
Date filed
1/26/2023, 04:21 PM
Previous filing
Oct 24, 2022
Next filing
Jan 31, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction CIO Common Stock Options Exercise +31.5K +20.42% 186K Jan 25, 2023 Direct F1, F2
transaction CIO Common Stock Tax liability -15.8K -8.48% 170K Jan 25, 2023 Direct F2

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 CIO Restricted Stock Units Award +995 +2.22% 45.9K Jan 24, 2023 Common Stock 995 Direct F3, F4, F5
transaction CIO Restricted Stock Units Award +20.8K +45.35% 66.7K Jan 24, 2023 Common Stock 20.8K Direct F3, F5, F6
transaction CIO Performance Restricted Stock Units Award +31.2K +59.49% 83.7K Jan 24, 2023 Common Stock 31.2K Direct F2, F5, F7, F8
transaction CIO Performance Restricted Stock Units Options Exercise -31.5K -32.26% 66.2K Jan 25, 2023 Common Stock 31.5K Direct F1, F7
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 As previously reported, on January 27, 2020, the reporting person was granted 17,500 PSUs (the "Target PSUs"), and, depending on the level of achievement of certain performance goals during the three-year performance period ending December 31, 2022 (the "Measurement Period"), the actual number of PSUs earned could range from 50% to 150% of the Target PSUs. On January 25, 2023, 31,544 PSUs vested based on the achievement of certain performance goals during the Measurement Period. On January 25, 2023, the Compensation Committee of the Board of Directors of the Issuer certified the Reporting Person's achievement relative to the applicable performance objectives during the Measurement Period and approved the vesting of the PSUs with respect to these shares. Dividend equivalent units accrued with respect to these PSUs when and as dividends were paid on the Issuer's Common Stock. The number of derivative securities in column 5 includes 3,529 vested dividend equivalent units.
F2 In accordance with the Company's Equity Incentive Plan (the "Equity Incentive Plan"), Performance Restricted Stock Units (as defined in the Equity Incentive Plan) convert into common stock on a one-for-one basis.
F3 In accordance with the Company's Equity Incentive Plan (the "Equity Incentive Plan"), Restricted Stock Units (as defined in the Equity Incentive Plan) convert into common stock on a one-for-one basis.
F4 The units represent Restricted Stock Units issuable to the reporting person as a dividend equivalency payment with respect to Restricted Stock Units previously issued to the reporting person which vest in three substantially equal installments on each of the first three annual anniversaries of the initial grant date, generally subject to the reporting person's continued service through each applicable vesting date. The Restricted Stock Units reported herein shall vest on the same date and under the same terms as the underlying Restricted Stock Units with respect of which these dividend equivalency units vest.
F5 Vested shares will be delivered to the reporting person promptly upon vesting of the related restricted stock units.
F6 In accordance with the Equity Incentive Plan, the Restricted Stock Units (and related dividend equivalent rights) shall vest in three substantially equal installments on each of the first three annual anniversaries of their initial grant date, generally subject to the grantee's continued employment through each applicable vesting date.
F7 Each Performance Restricted Stock Unit ("PSU") represents a contingent right to receive shares of the Issuer's Common Stock.
F8 On January 24, 2023, the reporting person was granted 31,234 Performance Restricted Stock Units. Pursuant to the terms of the award agreement governing the Performance Restricted Stock Units, the number of underlying shares of the Company's common stock that the reporting person may ultimately become entitled to receive at the time of vesting will range from 50% to 150% of the number of Performance Restricted Stock Units initially granted, subject to certain relative total stockholder return conditions being met during the measurement period that begins on January 1, 2023 and ends on December 31, 2025. Dividend equivalent rights were granted in the applicable award agreement and accrue with respect to these Performance Restricted Stock Units when and as dividends are paid on the Company's common stock.