X0306 4 2012-11-15 0 0001045425 RAIT Financial Trust RAS 0001560568 ARS VI Investor I, LLC C/O RAIT FINANCIAL TRUST 2929 ARCH ST., 17TH FL. PHILADELPHIA PA 19104 0 0 0 1 See remarks below Series D Cumulative Redeemable Preferred Shares 2012-11-15 4 A 0 800000 A Series E Cumulative Redeemable Preferred Shares 800000 1600000 D Common Share Purchase Warrant 6.00 2012-11-15 4 A 0 1986200 A 2012-11-15 Common Shares of Beneficial Interest 1986200 3972400 D Common Share Appreciation Right 6.00 2012-11-15 4 A 0 1347133.4 A Common Shares of Beneficial Interest 1347133.4 2694266.8 D The Series D Cumulative Redeemable Preferred Shares are exchangeable into the issuer's Series E Cumulative Redeemable Preferred Shares in certain circumstances on a one-for-one basis, and have no expiration date. These securities were issued pursuant to the Securities Purchase Agreement dated as of October 1, 2012 among the issuer, certain subsidiaries of the issuer and the reporting person. The purchase price allocated per security is approximately $21.5685 per Series D Cumulative Redeemable Preferred Share, $0.925 per Common Share Purchase Warrant and $0.674 per Common Share Appreciation Right. The reported securities are owned directly by the reporting person, a limited liability company. Andrew M. Silberstein, a trustee of the issuer, indirectly holds an equity interest in the reporting person and serves as the deputized trustee of the reporting person serving on the issuer's board of trustees as the reporting person's representative. See Remarks section. These securities terminate on the earlier of (i) October 1, 2027 unless exercised on or prior to such date or (ii) (x) thirty (30) days following the receipt of notice by the holder thereof of a defined change of control or (y) if later, the date such change of control occurs. The Common Share Appreciation Rights are exercisable commencing on the earlier of October 1, 2014 and the occurrence of a defined change of control. The Common Share Appreciation Rights are settled in cash, not in the registrant's Common Shares of Beneficial Interest. Pursuant to the Securities Purchase Agreement dated as of October 1, 2012 among the reporting person, the issuer, and certain subsidiaries of the issuer, the reporting person may designate a trustee on the issuer's board of trustees. The deputized trustee of the reporting person is Andrew M. Silberstein, who serves on the issuer's board of trustees as the reporting person's representative. s/ Anders F. Laren, attorney-in-fact 2012-11-16