X0306 4 2013-06-03 0 0001532619 Power REIT PW 0001479527 Lesser David H 301 WINDING ROAD OLD BETHPAGE NY 11804 1 1 1 0 Chairman and CEO Common 2013-06-03 4 P 0 3791 8.43 A 288698 I See Footnotes A non qualified stock option to acquire 100,000 common shares ("Option") and 20,000 restricted shares of common stock ("Restricted Stock") were awarded on August 13, 2012, pursuant to the Trust's 2012 Equity Incentive Plan. The Option and Restricted Stock awards vest in three-equal annual installments beginning with the first anniversary of the respective grants. The Options have a 10-year term and a strike price equal to the closing price of the stock on August 13, 2012. After giving effect to the reported transaction(s), Mr. Lesser has beneficial ownership of 288,698 shares: 147,297 directly (including equity grants), 87,138 through Hudson Bay Partners LP, a wholly owned affiliate, and 54,263 through HBP PW LLC, an affiliate managed by David H. Lesser. Approximately 99.8% of the share capital of HBP PW LLC has been provided by a third-party investor. david h lesser 2013-06-04