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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| 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 control number. | SEC 1474 (9-02) | ||
| 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 Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Units of Limited Partnership Interest | $ 0 (3) | 01/11/2010 | G(4) | V | 75,000 | 08/08/1988(5) | 08/08/1988(5) | Common Stock | 75,000 | $ 0 | 1,756,947 (6) | D | |||
| Units of Limited Partnership Interest | $ 0 (3) | 01/11/2010 | G(4) | V | 75,000 | 08/08/1988(5) | 08/08/1988(5) | Common Stock | 75,000 | $ 0 | 275,000 (7) | I | By Charitable Foundation | ||
| Units of Limited Partnership Interest | $ 0 (3) | 02/01/2010 | J(1) | 75,000 | 08/08/1988(5) | 08/08/1988(5) | Common Stock | 75,000 | $ 0 | 200,000 (7) | I | By Charitable Foundation | |||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| MACK DAVID S C/O MACK-CALI REALTY CORPORATION 343 THORNALL STREET EDISON, NJ 08837 |
X | |||
| /s/ David S. Mack | 02/03/2010 | |
| **Signature of Reporting Person | Date |
| * | 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). |
| (1) | Shares of common stock (the "Common Stock") of Mack-Cali Realty Corporation (the "Corporation") were issued upon redemption of an equal number of Units of Limited Partnership Interest ("Common Units") of Mack-Cali Realty, L.P. |
| (2) | Reported amount represents shares of common stock indirectly beneficially owned by reporting person through The David and Sondra Mack Foundation, Inc. (the "Foundation"), a charitable foundation of which the reporting person is a trustee, and excludes 7,490 shares of common stock directly beneficially owned by the reporting person. Pursuant to Rule 13d-4, the reporting person disclaims beneficial ownership of all of the shares of common stock beneficially owned by the Foundation. |
| (3) | Common Units are redeemable by the holders of Common Units, subject to certain restrictions, on the basis of one Common Unit for either one share of the Corporation's Common Stock, or cash equal to the fair market value of a share of Common Stock at the time of the redemption. The Corporation has the option to deliver shares of Common Stock in exchange for all or any portion of the cash requested. |
| (4) | On January 11, 2010, the reporting person donated 75,000 Common Units to the Foundation. Pursuant to Rule 13d-4, the reporting person disclaims beneficial ownership of all of the Common Units beneficially owned by the Foundation. |
| (5) | The right to convert Common Units is not subject to expiration. |
| (6) | Reported amount excludes the following securities directly beneficially owned by the reporting person: (i) 6,296.034 phantom stock units, and (ii) options to purchase 5,000 shares of common stock. Reported amount also excludes the Common Units beneficially owned by the Foundation. Pursuant to Rule 13d-4, the reporting person disclaims beneficial ownership of all of the Common Units held by the Foundation. |
| (7) | Reported amount excludes the following securities directly beneficially owned by the reporting person: (i) 1,756,947 Common Units; (ii) 6,296.034 phantom stock units; and (iii) options to purchase 5,000 shares of Common Stock. |