Statement of Changes in Beneficial Ownership (4)
February 14 2020 - 5:33PM
Edgar (US Regulatory)
FORM 4
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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3235-0287
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
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KAUFMAN IVAN |
2. Issuer Name and Ticker or Trading Symbol
ARBOR REALTY TRUST INC
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ABR
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director __X__ 10% Owner __X__ Officer (give title below) _____ Other (specify below) COB, CEO and President |
(Last)
(First)
(Middle)
C/O ARBOR REALTY TRUST, INC., 333 EARLE OVINGTON BLVD., STE. 900 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
2/13/2020 |
(Street)
UNIONDALE, NY 11553
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock, par value $0.01 per share | 2/13/2020 | | M(1) | | 421348 | A | $0 (3) | 1445480 | D | |
Common Stock, par value $0.01 per share | 2/13/2020 | | F(2) | | 206334 | D | $15.01 | 1239146 | D | |
Common Stock, par value $0.01 per share | 2/14/2020 | | D(4) | | 245531 | D | $13.93 (4) | 993615 | D | |
Common Stock, par value $0.01 per share | 2/14/2020 | | D(4) | | 387140 | D | $13.93 (4) | 3898554 (5) | I | By Arbor Commercial Mortgage, LLC |
Common Stock, par value $0.01 per share | | | | | | | | 3632 | I | By son, Maurice Kaufman |
Common Stock, par value $0.01 per share | | | | | | | | 1632 | I | By son, Adam Kaufman |
Special Voting Preferred Stock, par value $0.01 per share | 2/14/2020 | | D(4) | | 75805 | D | $13.93 (4) | 0 | D | |
Special Voting Preferred Stock, par value $0.01 per share | 2/14/2020 | | D(4) | | 39024 | D | $13.93 (4) | 0 | I | By Arbor Management, LLC |
Special Voting Preferred Stock, par value $0.01 per share | 2/14/2020 | | J(8) | | 16628 | D | (8) | 14669101 (5) | I | By Arbor Commercial Mortgage, LLC |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Restricted Stock Units | (6) | 2/13/2020 | | M (1) | | | 421348 | 2/13/2020 | (7) | Common Stock, par value $0.01 per share | 421348 | $0 | 1182910 | D | |
Partnership Common Units | (7) | 2/14/2020 | | D (4) | | | 75805 | (7) | (7) | Common Stock, par value $0.01 per share | 75805 | $13.93 (4) | 0 | D | |
Partnership Common Units | (7) | 2/14/2020 | | D (4) | | | 39024 | (7) | (7) | Common Stock, par value $0.01 per share | 39024 | $13.93 (4) | 0 | I | By Arbor Management, LLC |
Partnership Common Units | (8) | 2/14/2020 | | J (8) | | | 16628 | (7) | (7) | Common Stock, par value $0.01 per share | 16628 | (8) | 14669101 (5) | I | By Arbor Commercial Mortgage, LLC |
Explanation of Responses: |
(1) | In 2016, Mr. Kaufman was granted up to 421,348 of Restricted Stock Units, which were issuable based on the achievement of certain four-year shareholder return objectives ending December 31, 2019 of Arbor Realty Trust, Inc. (the "Company"). Based on the Company's results, 421,348 Restricted Stock Units vested. |
(2) | Represents shares that have been withheld by the Company to satisfy tax-withholding obligations in connection with the vesting of Mr. Kaufman's Restricted Stock Units. |
(3) | Each Restricted Stock Unit represents the contingent right to receive one share of common stock upon vesting of the unit. |
(4) | As previously agreed to, the Company used a portion of the net proceeds received from its December 12, 2019 public offering of 7,475,000 shares of common stock (the "Offering") to purchase an aggregate of 747,500 shares of the Company's common stock and/or Partnership Common Units ("OP Units") held by Mr. Kaufman, Arbor Commercial Mortgage, LLC ("ACM") and Arbor Management, LLC for $13.93 per share, which is the same price at which the underwriters purchased the shares in the Offering. |
(5) | Mr. Kaufman disclaims beneficial ownership of these shares of common stock except to the extent of his pecuniary interest therein. |
(6) | Each Restricted Stock Unit represents the contingent right to receive one share of common stock upon vesting of the unit. |
(7) | Not applicable. |
(8) | On July 14, 2016, Arbor Realty Limited Partnership, a Delaware limited partnership, issued OP Units to ACM and, therefore, the Company issued Special Voting Preferred Stock ("Preferred Shares") to ACM. On February 14, 2020, ACM distributed 16,628 OP Units and Preferred Shares with a fair market value of approximately $250,000 to one of its partners for a portion of his respective membership interest. The fair market value was determined using the average closing stock price of the Company from January 31, 2020 to February 13, 2020 of $15.04. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
KAUFMAN IVAN C/O ARBOR REALTY TRUST, INC. 333 EARLE OVINGTON BLVD., STE. 900 UNIONDALE, NY 11553 | X | X | COB, CEO and President |
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Signatures
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/s/ Ivan Kaufman | | 2/14/2020 |
**Signature of Reporting Person | Date |
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