Victor J. Coleman - Dec 29, 2021 Form 4 Insider Report for Hudson Pacific Properties, Inc. (HPP)

Role: Chief Executive Officer, Director
Signature: /s/ Victor Coleman
Stock symbol: HPP
Transactions as of: Dec 29, 2021
Transactions value $: $0
Form type: 4
Date filed: 1/3/2022, 07:06 PM
Previous filing: Oct 5, 2021
Next filing: Jan 5, 2022

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	HPP	LTIP Units	Award		+162K	+25.56%		796K	Dec 29, 2021	Common Stock, par value $.01	162K		Direct	F1, F2, F3, F4
transaction	HPP	LTIP Units	Award		+40.3K	+5.07%		837K	Dec 29, 2021	Common Stock, par value $.01	40.3K		Direct	F1, F2, F4, F5

* 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 Hudson Pacific Properties, L.P. (the "Operating Partnership"), the operating partnership of Hudson Pacific Properties, Inc. (the "Company") and are granted pursuant to the Hudson Pacific Properties, Inc. and Hudson Pacific Properties, L.P. 2010 Incentive Award Plan. Initially, LTIP Units do not have full parity with common limited partnership units of the Operating Partnership ("Common Units") with respect to liquidating distributions. If such parity is reached, vested LTIP Units may be converted into an equal number of Common Units at any time thereafter, and, upon conversion, enjoy all the rights of Common Units. Common Units are redeemable for cash based on the fair market value of an equivalent number of shares of Common Stock, or, at the election of the Company, an equal number of shares of Common Stock, each subject to adjustment in the event of stock splits, specified extraordinary distributions or similar events.
F2	(Continued from Footnote 1) The LTIP Units also are subject to a mandatory holding period under which the executives generally cannot sell vested LTIP Units for an additional three years following the applicable vesting date.
F3	The LTIP Units will vest with respect to one-third of the LTIP Units on each of the first, second and third anniversaries of December 29, 2021, subject to the executive's continued service through the applicable vesting date.
F4	The rights to convert LTIP Units into Common Units and redeem Common Units for cash or shares of Common Stock do not have expiration dates.
F5	Represents LTIP Units issued in lieu of the reporting person's 2021 cash bonus pursuant to an election made by the reporting person. The LTIP Units were fully-vested upon their issuance on December 29, 2021.