Jeffrey S. Olson - Feb 13, 2025 Form 4 Insider Report for Urban Edge Properties (UE)

Signature
/s/ Robert C. Milton III under POA
Stock symbol
UE
Transactions as of
Feb 13, 2025
Transactions value $
-$6,234,448
Form type
4
Date filed
2/18/2025, 05:52 PM
Previous filing
Feb 4, 2025
Next filing
Feb 26, 2025

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction UE Common Shares Conversion of derivative security $0 +300K +15537.6% $0.00 302K Feb 13, 2025 Direct F1, F2
transaction UE Common Shares Sale -$3.73M -178K -58.89% $20.95 124K Feb 14, 2025 Direct F2, F3
transaction UE Common Shares Sale -$2.51M -122K -98.44% $20.54 1.93K Feb 18, 2025 Direct F2, F4

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction UE LTIP Units Conversion of derivative security $0 -79.9K -100% $0.00 0 Feb 13, 2025 Common Shares 79.9K Direct F5
transaction UE LTIP Units Conversion of derivative security $0 -30.7K -100% $0.00 0 Feb 13, 2025 Common Shares 30.7K Direct F6
transaction UE LTIP Units (2018 LTI Time) Conversion of derivative security $0 -13.5K -100% $0.00 0 Feb 13, 2025 Common Shares 13.5K Direct F7
transaction UE LTIP Units (2019 LTI Time) Conversion of derivative security $0 -34K -100% $0.00 0 Feb 13, 2025 Common Shares 34K Direct F8
transaction UE LTIP Units (2019 LTI Perf.) Conversion of derivative security $0 -28.8K -100% $0.00 0 Feb 13, 2025 Common Shares 28.8K Direct F9
transaction UE LTIP Units (2020 LTI Time) Conversion of derivative security $0 -70.8K -100% $0.00 0 Feb 13, 2025 Common Shares 70.8K Direct F10
transaction UE LTIP Units (2021 LTI Perf.) Conversion of derivative security $0 -42.3K -46.3% $0.00 49K Feb 13, 2025 Common Shares 42.3K Direct F11
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 300,000 LTIP units ("LTIP Units") in Urban Edge Properties LP (the "Partnership"), of which Urban Edge Properties (the "Issuer") is the sole general partner, were exchanged for an equal number of Common Partnership Units ("Common Units") in the Partnership, which were subsequently redeemed for an equal number of common shares of beneficial interest, par value $0.01 ("Common Shares") of the Issuer. Following this conversion, Mr. Olson will own over 1.9 million LTIP Units across numerous tranches of LTIP Unit issuances.
F2 Total includes Common Shares of the Issuer purchased, if any, through the Issuer's employee stock purchase plan and dividend reinvestment plan.
F3 The range of prices for the transaction reported on this line was $20.68 to $21.68. The weighted average price was $20.9509. The reporting person will provide, upon request by the SEC, the Issuer or a security holder of the Issuer, full information regarding the number of shares sold at each separate price.
F4 The range of prices for the transaction reported on this line was $20.44 to $20.72. The weighted average price was $20.535. The reporting person will provide, upon request by the SEC, the Issuer or a security holder of the Issuer, full information regarding the number of shares sold at each separate price.
F5 Represents LTIP Units granted pursuant to the Omnibus Plan. Conditioned upon minimum allocations to the capital accounts of the LTIP Units for federal income tax purposes and vesting, each LTIP Unit may be converted, at the election of the holder, into a Common Unit. Each Common Unit acquired upon conversion of an LTIP Unit may be converted into one Common Share. The rights to convert LTIP Units into Common Units and to convert Common Units into Common Shares do not have expiration dates. The LTIP Units were granted and vested as follows: (i) 36,997 LTIP Units granted February 22, 2018 vested ratably over four years, with the initial vesting having occurred on February 22, 2019; (ii) 25,416 LTIP Units granted February 27, 2019 vested ratably over four years, with the initial vesting having occurred on February 27, 2020; and (iii) 17,524 LTIP Units granted February 20, 2020 vested ratably over four years, with the initial vesting having occurred on February 20, 2021.
F6 Represents LTIP Units granted November 6, 2015 pursuant to the Urban Edge Properties 2015 Omnibus Plan ("Omnibus Plan") and earned pursuant to the UEP 2015 Outperformance Plan following the achievement of certain relative total shareholder return goals over the three-year period ending November 5, 2018. Conditioned upon minimum allocations to the capital accounts of the LTIP Units for federal income tax purposes and vesting, each LTIP Unit may be converted, at the election of theholder, into a Common Unit. Each Common Unit acquired upon conversion of an LTIP Unit may be converted into one Common Share. The rights to convert LTIP Units into Common Units and to convert Common Units into Common Shares do not have expiration dates. 50% of the LTIP Units vested on November 5, 2018 and 25% vested on each of November 6, 2019 and November 6, 2020, respectively.
F7 Represents LTIP Units in the Partnership granted February 22, 2018 pursuant to the Urban Edge Properties 2018 long-term incentive plan under the Omnibus Plan. Conditioned upon minimum allocations to the capital accounts of the LTIP Units for federal income tax purposes and vesting, each LTIP Unit may be converted, at the election of the holder, into a Common Unit. Each Common Unit acquired upon conversion of an LTIP Unit may be converted into one Common Share. The rights to convert LTIP Units into Common Units and to convert Common Units into Common Shares do not have expiration dates. The LTIP Units vest ratably over four years, with the initial vesting having occurred on February 22, 2019.
F8 Represents LTIP Units in the Partnership granted April 4, 2019 pursuant to the Urban Edge Properties 2019 long-term incentive plan under the Omnibus Plan. Conditioned upon minimum allocations to the capital accounts of the LTIP Units for federal income tax purposes and vesting, each LTIP Unit may be converted, at the election of the holder, into a Common Unit. Each Common Unit acquired upon conversion of an LTIP Unit may be converted into one Common Share. The rights to convert LTIP Units into Common Units and to convert Common Units into Common Shares do not have expiration dates. The LTIP Units vest ratably over four years, with the initial vesting having occurred on February 27, 2020.
F9 Represents LTIP Units in the Partnership granted April 4, 2019 pursuant to the Urban Edge Properties 2019 long-term incentive plan under the Omnibus Plan and earned pursuant to the UEP 2015 Outperformance Plan following the achievement of certain relative total shareholder return goals over the three-year period ending February 27, 2022. Conditioned upon minimum allocations to the capital accounts of the LTIP Units for federal income tax purposes and vesting, each LTIP Unit may be converted, at the election of the holder, into a Common Unit. Each Common Unit acquired upon conversion of an LTIP Unit may be converted into one Common Share. The rights to convert LTIP Units into Common Units and to convert Common Units into Common Shares do not have expiration dates. 50% of the LTIP Units vested on March 2, 2022, 25% vested on February 27, 2023, and 25% conditionally vest on February 27, 2024.
F10 Represents LTIP Units in the Partnership granted February 20, 2020 pursuant to the Urban Edge Properties 2020 long-term incentive plan under the Omnibus Plan. Conditioned upon minimum allocations to the capital accounts of the LTIP Units for federal income tax purposes and vesting, each LTIP Unit may be converted, at the election of the holder, into a Common Unit. Each Common Unit acquired upon conversion of an LTIP Unit may be converted into one Common Share. The rights to convert LTIP Units into Common Units and to convert Common Units into Common Shares do not have expiration dates. The LTIP Units vest ratably over four years, with the initial vesting having occurred on February 20, 2021.
F11 Represents LTIP Units in the Partnership granted February 10, 2021 pursuant to the Urban Edge Properties 2021 long-term incentive plan under the Omnibus Plan and earned pursuant to the UEP 2015 Outperformance Plan following the achievement of certain relative total shareholder return goals over the three-year period ending February 10, 2024. Conditioned upon minimum allocations to the capital accounts of the LTIP Units for federal income tax purposes and vesting, each LTIP Unit may be converted, at the election of the holder, into a Common Unit. Each Common Unit acquired upon conversion of an LTIP Unit may be converted into one Common Share. The rights to convert LTIP Units into Common Units and to convert Common Units into Common Shares do not have expiration dates. 50% of the LTIP Units vested on February 22, 2024 and 25% conditionally vest on each of February 10, 2025 and February 10, 2026, respectively.