0001179110-21-000521.txt : 20210111 0001179110-21-000521.hdr.sgml : 20210111 20210111191901 ACCESSION NUMBER: 0001179110-21-000521 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20201231 FILED AS OF DATE: 20210111 DATE AS OF CHANGE: 20210111 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Butcher Benjamin S CENTRAL INDEX KEY: 0001517406 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-34907 FILM NUMBER: 21522069 MAIL ADDRESS: STREET 1: ONE FEDERAL STREET STREET 2: 23RD FLOOR CITY: BOSTON STATE: MA ZIP: 02110 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: STAG Industrial, Inc. CENTRAL INDEX KEY: 0001479094 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 273099608 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: ONE FEDERAL STREET STREET 2: 23RD FLOOR CITY: BOSTON STATE: MA ZIP: 02110 BUSINESS PHONE: (617)574-4777 MAIL ADDRESS: STREET 1: ONE FEDERAL STREET STREET 2: 23RD FLOOR CITY: BOSTON STATE: MA ZIP: 02110 FORMER COMPANY: FORMER CONFORMED NAME: STAG Industrial REIT, Inc. DATE OF NAME CHANGE: 20091218 4 1 edgar.xml FORM 4 - X0306 4 2020-12-31 0 0001479094 STAG Industrial, Inc. STAG 0001517406 Butcher Benjamin S C/O STAG INDUSTRIAL, INC. ONE FEDERAL STREET, 23RD FLOOR BOSTON MA 02110 1 1 0 0 Chairman, CEO and President Common Stock 2020-12-31 5 G 0 E 15000 0 D 47088 D Common Stock 2021-01-07 4 C 0 23268 A 70356 D Common Stock 2021-01-07 4 S 0 23268 30.04 D 47088 D Common Stock 2021-01-08 4 C 0 16401 A 63489 D Common Stock 2021-01-08 4 S 0 16401 30.05 D 47088 D LTIP Units 2021-01-07 4 C 0 23268 D Common Stock, par value $0.01 per share 23268 636158 D Partnership Units 2021-01-07 4 C 0 23268 A Common Stock, par value $0.01 per share 23268 32588 D Partnership Units 2021-01-07 4 C 0 23268 D Common Stock, par value $0.01 per share 23268 9320 D LTIP Units 2021-01-07 4 A 0 32350 A Common Stock, par value $0.01 per share 32350 668508 D LTIP Units 2021-01-07 4 A 0 101579 A Common Stock, par value $0.01 per share 101579 770087 D LTIP Units 2021-01-08 4 C 0 16401 D Common Stock, par value $0.01 per share 16401 753686 D Partnership Units 2021-01-08 4 C 0 16401 A Common Stock, par value $0.01 per share 16401 25721 D Partnership Units 2021-01-08 4 C 0 16401 D Common Stock, par value $0.01 per share 16401 9320 D On January 7 and 8, 2021, the reporting person converted a total of 39,669 long-term incentive plan units ("LTIP Units") of STAG Industrial Operating Partnership, L.P., a Delaware limited partnership (the "Operating Partnership"), of which STAG Industrial, Inc., a Maryland corporation (the "Issuer"), is the sole member of the general partner, into 39,669 common units of limited partnership of the Operating Partnership ("OP Units") and redeemed 39,669 OP Units. The LTIP Units are convertible into OP Units as they are non-forfeitable and certain conditions to parity have been satisfied. The OP Units held by the reporting person are redeemable for cash equal to the current market value of one share of the Issuer's common stock or, at the Issuer's election, for shares of the Issuer's common stock on a one-for-one basis. The Issuer elected to redeem the reporting person's OP Units with common stock. The LTIP Units were converted, the OP Units were redeemed and the shares were sold pursuant to an approved Rule 10b5-1 Trading Plan entered into by the reporting person on December 8, 2020 in compliance with the Rule 10b5-1 Guidelines adopted by the Board of Directors of the Issuer (the "Board"). This represents the weighted average sales price. On January 7, 2021, sales prices ranged from $30.00 to $30.30. On January 8, 2021, sales prices ranged from $30.00 to $30.21. Upon request by the Securities and Exchange Commission (the "SEC"), the Issuer or a stockholder of the Issuer, the reporting person will provide full information regarding the number of shares sold at each separate price. The LTIP Units were granted to the reporting person by the Board. The LTIP Units were earned by the reporting person based on a performance unit award made in January 2018 pursuant to the Issuer's 2011 Equity Incentive Plan, as amended (the "Equity Incentive Plan"). The reporting person earned 140% of the target number of performance units over a three-year performance period. The Compensation Committee of the Board determined the number of LTIP Units earned on January 7, 2021. 57,984 LTIP Units are fully vested as of the issuance date, and 43,595 LTIP Units are subject to forfeiture until December 31, 2021. For more information on the terms of the performance unit award, please see the Issuer's definitive proxy statement filed with the SEC. Represents LTIP Units granted to the reporting person pursuant to the Equity Incentive Plan. Over time, the LTIP Units can achieve full parity with OP Units for all purposes. If such parity is reached, non-forfeitable LTIP Units may be converted into OP Units and then may be redeemed for cash equal to the then-current market value of one share of the Issuer's common stock or, at the Issuer's election, for shares of the Issuer's common stock on a one-for-one basis. LTIP Units do not have an expiration date. Represents OP Units in the Operating Partnership. OP Units may be redeemed for cash equal to the then-current market value of one share of the Issuer's common stock or, at the Issuer's election, for shares of the Issuer's common stock on a one-for-one basis. The OP Units are vested as of the date of issuance and have no expiration date. The LTIP Units were granted to the reporting person on January 7, 2021 pursuant to the Equity Incentive Plan. The LTIP Units vest on a quarterly basis over a four-year period. Represents the number of LTIP Units earned as of December 31, 2020 under the performance unit award made in January 2018. /s/ Jeffrey M. Sullivan, Attorney-in-Fact 2021-01-11