Richard B. Fried - Dec 29, 2021 Form 4 Insider Report for Hudson Pacific Properties, Inc. (HPP)

Role: Director
Signature: /s/ Richard B. Fried
Stock symbol: HPP
Transactions as of: Dec 29, 2021
Transactions value $: $0
Form type: 4
Date filed: 1/3/2022, 07:22 PM
Previous filing: Nov 15, 2021

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		+3.29K	+96.65%		6.7K	Dec 29, 2021	Common Stock, par value $.01	3.29K		Direct	F1, F2, F3, 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 issued 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.
F2	Due to a 1000 character limit, Footnote 2 is a continuation of Footnote 1: Common Units are redeemable for cash based on the fair market value of an equivalent number of shares of common stock of the Company ("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.
F3	Represents LTIP Units issued in lieu of the reporting person's 2021 annual cash retainer fees for service on the Company's board of directors. The LTIP Units were fully-vested upon their issuance on December 29, 2021.
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	The reporting person is a managing member of each of Farallon Partners, L.L.C. ("FPLLC") and Farallon Capital Management, L.L.C. ("FCM"). FPLLC and FCM disclaim beneficial ownership of any of the Company's securities reported or referred to herein for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise.