0001571049-15-002634.txt : 20150403 0001571049-15-002634.hdr.sgml : 20150403 20150403210110 ACCESSION NUMBER: 0001571049-15-002634 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20150402 FILED AS OF DATE: 20150403 DATE AS OF CHANGE: 20150403 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: NORTHSTAR REALTY FINANCE CORP. CENTRAL INDEX KEY: 0001273801 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 000000000 STATE OF INCORPORATION: MD FISCAL YEAR END: 0701 BUSINESS ADDRESS: STREET 1: 399 PARK AVENUE, STREET 2: 18TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 212-547-2640 MAIL ADDRESS: STREET 1: 399 PARK AVENUE, STREET 2: 18TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 FORMER COMPANY: FORMER CONFORMED NAME: NORTHSTAR REALTY DATE OF NAME CHANGE: 20031218 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Gilbert Daniel R CENTRAL INDEX KEY: 0001306762 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-32330 FILM NUMBER: 15752331 MAIL ADDRESS: STREET 1: C/O NORTHSTAR REALTY FINANCE CORP. STREET 2: 399 PARK AVENUE, 18TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 4 1 t1500773_gilbert-f4x3.xml OWNERSHIP DOCUMENT X0306 4 2015-04-02 0 0001273801 NORTHSTAR REALTY FINANCE CORP. NRF 0001306762 Gilbert Daniel R C/O NORTHSTAR REALTY FINANCE CORP. 399 PARK AVENUE, 18TH FLOOR NEW YORK NY 10022 0 1 0 0 Chief Inv. and Op. Officer Common Stock 2015-04-02 4 S 0 450000 18.2159 D 322048 D The sales reported were effected pursuant to a 10b5-1 sales plan (the "10b5-1 Plan") previously adopted by the reporting person on March 5, 2015. No shares remain available for sale under the 10b5-1 Plan. Represents a weighted average price per share. These shares were sold in multiple transactions ranging from $18.12 to $18.365, inclusive. The reporting person undertakes to provide upon request by the staff of the U.S. Securities and Exchange Commission, NorthStar Realty Finance Corp. (the "Company") or a security holder of the Company, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. Excludes: (i) 646,191 LTIP Units; and (ii) 464,052 shares of common stock (or LTIP Units, to the extent available) of the Company to be issued to the extent performance conditions are met on restricted stock units ("RSUs"). "LTIP Units" are units of limited partnership interest structured as profits interests in NorthStar Realty Finance Limited Partnership ("NRFLP"), the operating partnership of the Company. Conditioned on minimum allocations to the capital accounts of the LTIP Unit for federal income tax purposes, each LTIP Unit may be converted, at the election of the holder, into one OP Unit in NRFLP, which may then be redeemed for cash equal to the then fair market value of one share of common stock or, at the option of the Company, one share of the Company's common stock. /s/ Ronald J. Lieberman, as Attorney-in-Fact for Daniel R. Gilbert 2015-04-03