Conor C. Flynn - Feb 15, 2024 Form 4 Insider Report for KIMCO REALTY CORP (KIM)

Role: Chief Executive Officer, Director
Signature: /s/ Paul Westbrook
Stock symbol: KIM
Transactions as of: Feb 15, 2024
Transactions value $: $0
Form type: 4
Date filed: 2/16/2024, 04:12 PM
Previous filing: Feb 14, 2024

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	KIM	Long-Term Incentive Units	Award	$0	+103K		$0.00	103K	Feb 15, 2024	Common Stock	103K		Direct	F1, F2

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

Explanation of Responses:

Id	Content
F1	Long-Term Incentive Units are profits interest units in Kimco Realty OP, LLC ("Operating Partnership"), of which the Issuer is the general partner. Profits interest units may initially not have full parity with common limited partnership units of Operating Partnership ("Common Units") with respect to liquidating distributions; however upon the occurrence of specified events, profits interest units may achieve full parity with Common Units for all purposes. Vested profits interest units that have achieved full parity with Common Units may be converted into an equal number of Common Units on a 1-for-1 basis at any time. Common Units are redeemable for cash based on the FMV of an equivalent number of shares of common stock of the Issuer, or, at the election of the Issuer, for an equal number of shares of the Issuer's common stock, subject to adjustment in the event of stock splits, stock dividends, issuance of stock right, specified extraordinary distributions of similar events.
F2	The units will vest in five equal annual installments beginning on February 15, 2025. The vested profits interest units have no expiration date.

Content

Long-Term Incentive Units are profits interest units in Kimco Realty OP, LLC ("Operating Partnership"), of which the Issuer is the general partner. Profits interest units may initially not have full parity with common limited partnership units of Operating Partnership ("Common Units") with respect to liquidating distributions; however upon the occurrence of specified events, profits interest units may achieve full parity with Common Units for all purposes. Vested profits interest units that have achieved full parity with Common Units may be converted into an equal number of Common Units on a 1-for-1 basis at any time. Common Units are redeemable for cash based on the FMV of an equivalent number of shares of common stock of the Issuer, or, at the election of the Issuer, for an equal number of shares of the Issuer's common stock, subject to adjustment in the event of stock splits, stock dividends, issuance of stock right, specified extraordinary distributions of similar events.

The units will vest in five equal annual installments beginning on February 15, 2025. The vested profits interest units have no expiration date.