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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 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 | ||||||||
| Director Stock Option (Right to Buy) | $40.55 | 01/15/2004 | A | 5,000 | 01/15/2005(2) | 01/15/2014 | Common Stock | 5,000 | $40.55 | 5,000 | D | ||||
| Units of Limited Partnership Interest (3) | $ 0 (3) | 12/11/1998 | 08/08/1988(4) | Common Stock | 727,438 | 727,438 (7) | D | ||||||||
| Series B Preferred Units of Limited Partnership (5) | $34.65 (6) | 12/11/1999 | 08/08/1988(4) | Common Stock | 1,539,509 | 53,344 (7) | D | ||||||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| MACK DAVID S C/O MACK-CALI REALTY CORPORATION 11 COMMERCE DRIVE CRANFORD, NJ 07016 |
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| /s/ David S. Mack | 01/20/2004 | |
| **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) | On January 15, 2004, the reporting person was granted 1,000 restricted shares of Common Stock pursuant to the Amended and Restated 2000 Director Stock Option Plan of Mack-Cali Realty Corporation (the "Corporation"). The shares shall vest on January 1, 2005. |
| (2) | On January 15, 2004, the reporting person was granted an option to purchase 5,000 shares of Common Stock. The option vests on January 15, 2005. |
| (3) | The Units of Limited Partnership Interest (the "Common Units") represent interests in Mack-Cali Realty, L.P., a Delaware limited partnership, (the "Operating Partnership") through which the Corporation conducts its real estate activities. The Common Units are redeemable on a one-for-one basis for shares of Common Stock of the Corporation. |
| (4) | The right to convert units of the Operating Partnership is not subject to expiration. |
| (5) | The Series B Preferred Units of Limited Partnership Interest (the "Series B Preferred Units") represent interests in the Operating Partnership. |
| (6) | The 53,344 Series B Preferred Units are convertible into 1,539,509 Common Units of the Operating Partnership. The 53,344 Series B Preferred Units represent $53,344,000 of stated value of such units. Therefore, the conversion price of the 1,539,509 Common Units is $34.65. |
| (7) | The reporting person did not execute any transactions in such securities, and this beneficial ownership information is being provided for information purposes only in connection with the appointment of the reporting person to the Board of Directors of the Corporation on January 15, 2004. |