Mark R. Patterson - 19 Dec 2025 Form 4 Insider Report for Paramount Group, Inc. (PGRE)

Reporting relationship: Director
Issuer ticker: PGRE
Reported as of: 19 Dec 2025
Net transaction value: -$877,655
SEC form: 4
Accepted by SEC: 22 Dec 2025, 20:47:00 UTC
Prior SEC filing: 10 Jun 2025
Next SEC filing: 06 Jan 2026
Source filing: View source filing
Reporting owner signature: /s/ Timothy Dembo as attorney-in-fact for Mark Patterson

Key filing fact

Mark R. Patterson filed Form 4 for Paramount Group, Inc. (PGRE) on 22 Dec 2025.

Key facts

This page summarizes Mark R. Patterson's Form 4 filing for Paramount Group, Inc. (PGRE).
5 reported transactions and 5 derivative rows are listed below.
Accepted by SEC: 22 Dec 2025, 20:47.

Change

Previous filing in this sequence was filed on 10 Jun 2025.
Current net transaction value: -$877,655.

Research use

This tells you what this filing adds before you inspect full transaction and derivative tables.
You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reporting Owners (1)

CIK 0001500081 Primary reporting owner

Patterson Mark R

Relationship: Director
Address: C/O PARAMOUNT GROUP, INC., 1633 BROADWAY, NEW YORK
Signature: /s/ Timothy Dembo as attorney-in-fact for Mark Patterson
Signature date: 22 Dec 2025

Reported derivative securities

Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.

PGRE transaction Derivative

LTIP Units

Disposed to Issuer

Transaction value: $168,881
Shares: -25,588
Change %: -100%
Price: $6.60
Shares after: 0
Date: 19 Dec 2025
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 25,588
Exercise price
Footnotes: F1, F2

PGRE transaction Derivative

LTIP Units

Options Exercise

Transaction value: $0
Shares: -25,000
Change %: -100%
Price: $0.000000
Shares after: 0
Date: 19 Dec 2025
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 25,000
Exercise price
Footnotes: F1, F3

PGRE transaction Derivative

LTIP Units

Options Exercise

Transaction value: $0
Shares: -25,370
Change %: -100%
Price: $0.000000
Shares after: 0
Date: 19 Dec 2025
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 25,370
Exercise price
Footnotes: F1, F4

PGRE transaction Derivative

Common OP Units

Options Exercise

Transaction value: $0
Shares: +50,370
Change %: +88%
Price: $0.000000
Shares after: 107,390
Date: 19 Dec 2025
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 50,370
Exercise price
Footnotes: F5, F6, F7

PGRE transaction Derivative

Common OP Units

Disposed to Issuer

Transaction value: $708,774
Shares: -107,390
Change %: -100%
Price: $6.60
Shares after: 0
Date: 19 Dec 2025
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 107,390
Exercise price
Footnotes: F5, F8

^* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Section 16 status

Mark R. Patterson is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may still apply in specific circumstances.

Explanation of responses 8 footnotes

Footnote F1

Pursuant to the Second Amended and Restated Agreement of Limited Partnership of Paramount Group Operating Partnership LP, a Delaware limited partnership and a subsidiary of the Issuer (the "Operating Partnership"), dated as of October 26, 2020 (the "Partnership Agreement"), each LTIP Unit converts automatically into one OP Unit (defined below) on the later to occur of (i) vesting and (ii) the date on which the Book-Up Target (as defined in the Partnership Agreement) for such LTIP Unit becomes zero.

Footnote F2

Pursuant to the Agreement and Plan of Merger, dated as of September 17, 2025 (as amended on October 8, 2025, and as may be amended from time to time, the "Merger Agreement"), by and among the Issuer, the Operating Partnership, Rithm Capital Corp., a Delaware corporation ("Parent"), Panorama REIT Merger Sub, Inc., a Maryland corporation and a wholly owned subsidiary of Parent, and Panorama Operating Merger Sub LP, a Delaware limited partnership and a wholly owned subsidiary of Parent, at the Partnership Merger Effective Time (as defined in the Merger Agreement), these securities, comprised of 11,731 vested LTIP Units granted on May 13, 2021 and 13,857 vested LTIP Units granted on May 12, 2022 whose Book-Up Target was not zero (after giving effect to the Partnership Merger (as defined in the Merger Agreement)), were cancelled and converted into the right to receive an amount in cash equal to the Company Merger Consideration (as defined in the Merger Agreement) of $6.60 per share.

Footnote F3

At the Partnership Merger Effective Time, these securities, comprised of vested LTIP Units granted on May 16, 2024 whose Book-Up Target was zero after giving effect to the Partnership Merger, automatically converted into an equivalent number of OP Units in accordance with the Partnership Agreement.

Footnote F4

At the Partnership Merger Effective Time, these securities, comprised of LTIP Units granted on May 15, 2025 that were subject to time-vesting conditions and became fully vested pursuant to the applicable award agreement and whose Book-Up Target was zero after giving effect to the Partnership Merger, automatically converted into an equivalent number of OP Units in accordance with the Partnership Agreement.

Footnote F5

Represents common units of limited partnership interest ("OP Units") in the Operating Partnership. Each OP Unit could be presented, at the election of the holder, for cash equal to the then fair market value of one share of the Issuer's common stock, except that the Issuer could, at its election, acquire each OP Unit so presented for one share of common stock. OP Units are not subject to vesting. These redemption rights did not have an expiration date.

Footnote F6

Represents the acquisition of OP Units from the conversion of LTIP Units at the Partnership Merger Effective Time as discussed in Footnotes 3 and 4.

Footnote F7

Includes 7,634 LTIP Units granted on May 17, 2018, 7,524 LTIP Units granted on May 16, 2019, 14,212 LTIP Units granted on May 19, 2020, and 27,650 LTIP Units granted on May 18, 2023 that were previously automatically converted into OP Units but the conversion of which was not reported on a Form 4.

Footnote F8

Pursuant to the Merger Agreement, at the Partnership Merger Effective Time, each outstanding OP Unit was cancelled and exchanged for the Partnership Merger Consideration of $6.60 per unit.