Form 4 Hicks George T

4 - Statement of changes in beneficial ownership of securities

Published: 2014-05-22 20:37:35
Submitted: 2014-05-22
Period Ending In: 2014-05-20
doc1.html FORM 4


>

SEC FORM 4

SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
  
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
HICKS GEORGE T

(Last) (First) (Middle)
111 WESTWOOD PLACE
SUITE 400

(Street)
BRENTWOOD TN 37027

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Brookdale Senior Living Inc. [ BKD ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Executive Vice President
3. Date of Earliest Transaction (Month/Day/Year)
05/20/2014
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 05/20/2014 D(1) 5,484 D $0 183,782 D
Common Stock 05/21/2014 S(2) 4,378 D $31.8545(3) 179,404 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
1. Represents the forfeiture of a portion of the restricted shares granted to the reporting person in 2011 due to the failure to achieve performance goals established by the Compensation Committee.
2. Represents the sale of shares to satisfy tax withholding obligations due upon the vesting of restricted stock previously granted to the reporting person. The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan previously adopted by the reporting person.
3. This transaction was executed in multiple trades at prices ranging from $31.77 to $32.02. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request by the staff of the Securities and Exchange Commission, the issuer or a security holder of the issuer full information regarding the number of shares sold at each separate price.
Remarks:
/s/ Chad C. White, By Power of Attorney 05/22/2014
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
1
doc1.xml FORM 4
Schema Version:
X0306
Document Type:
4
Period Of Report:
2014-05-20
Not Subject To Section16:
0

Issuer

Issuer Cik
0001332349
Issuer Name
Brookdale Senior Living Inc.
Issuer Trading Symbol
BKD

Reporting Owner

Reporting Owner Id

Rpt Owner Cik
0001251139
Rpt Owner Name
HICKS GEORGE T

Reporting Owner Address

Rpt Owner Street1
111 WESTWOOD PLACE
Rpt Owner Street2
SUITE 400
Rpt Owner City
BRENTWOOD
Rpt Owner State
TN
Rpt Owner Zip Code
37027

Reporting Owner Relationship

Is Director
0
Is Officer
1
Is Ten Percent Owner
0
Is Other
0
Officer Title
Executive Vice President

Non Derivative Transaction

Security Title
Common Stock
Transaction Date
2014-05-20

Transaction Coding

Transaction Form Type
4
Transaction Code
D
Equity Swap Involved
0
@attributes Id
F1

Transaction Amounts

Transaction Shares
5484
Transaction Price Per Share
0
Transaction Acquired Disposed Code
D
Shares Owned Following Transaction
183782
Direct Or Indirect Ownership
D
Security Title
Common Stock
Transaction Date
2014-05-21

Transaction Coding

Transaction Form Type
4
Transaction Code
S
Equity Swap Involved
0
@attributes Id
F2

Transaction Amounts

Transaction Shares
4378

Transaction Price Per Share

Value
31.8545
@attributes Id
F3
Transaction Acquired Disposed Code
D
Shares Owned Following Transaction
179404
Direct Or Indirect Ownership
D

Footnote

0
Represents the forfeiture of a portion of the restricted shares granted to the reporting person in 2011 due to the failure to achieve performance goals established by the Compensation Committee.
1
Represents the sale of shares to satisfy tax withholding obligations due upon the vesting of restricted stock previously granted to the reporting person. The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan previously adopted by the reporting person.
2
This transaction was executed in multiple trades at prices ranging from $31.77 to $32.02. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request by the staff of the Securities and Exchange Commission, the issuer or a security holder of the issuer full information regarding the number of shares sold at each separate price.

Owner Signature

Signature Name
/s/ Chad C. White, By Power of Attorney
Signature Date
2014-05-22
Additional Files
FileSequenceDescriptionTypeSize
0001140361-14-022762.txt   Complete submission text file   7050
$BKD

© 2019 SEC.report
SEC CFR Title 17 of the Code of Federal Regulations.