SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported): December 23, 2004
ACADIA REALTY TRUST
(Exact name of registrant as specified in its charter)
Maryland 1-12002 23-2715194
(State or other (Commission (I.R.S. Employer
jurisdiction of incorporation) File Number) Identification No.)
1311 Mamaroneck Avenue, Suite 260
White Plains, New York 10605
(Address of principal executive offices) (Zip Code)
(914) 288-8100
(Registrant's telephone number, including area code)
(Former name or former address, if changed since last report)
Item 1.01 Entry Into a Material Definitive Agreement
On December 23, 2004, the Compensation Committee of the Board of Trustees of
Acadia Realty Trust (the "Company") granted increases in annual salaries, 2004
performance bonuses, and awards under the Company's 2003 Share Incentive Plan to
the below officers, which include all of the named executive officers in the
Proxy Statement for the Company's 2004 Annual Shareholders Meeting. The bonuses
are for efforts and services of these officers on behalf of the Company in 2004
while the salary increases and long-term incentive awards provide for future
services and for the benefits to the Company as a result of these services.
These grants and awards are summarized in the following table:
- ---------------------------- ----------- ----------- ----------- ----------- -----------
Increase in Restricted Restricted
salary Cash bonus Shares(1) Shares(2) Options(3)
- ---------------------------- ----------- ----------- ----------- ----------- -----------
Kenneth F. Bernstein $88,000 -- $401,790 $562,000 $62,500
President and Chief
Executive Officer
- ---------------------------- ----------- ----------- ----------- ----------- -----------
Joel Braun $5,000 $90,000 -- $202,500 $22,500
Senior Vice President,
Chief Investment Officer
- ---------------------------- ----------- ----------- ----------- ----------- -----------
Robert Masters $15,000 -- $60,269 $103,500 $11,500
Senior Vice President,
General Counsel
- ---------------------------- ----------- ----------- ----------- ----------- -----------
Joseph Hogan $5,000 $45,000 -- $90,000 $10,000
Senior Vice President,
Director of Construction
- ---------------------------- ----------- ----------- ----------- ----------- -----------
Joseph Napolitano $20,000 $45,000 -- $103,500 $11,500
Senior Vice President,
Director of Operations
- ---------------------------- ----------- ----------- ----------- ----------- -----------
Joseph Povinelli $20,000 $50,000 -- $103,500 $11,500
Senior Vice President,
Director of Leasing
- ---------------------------- ----------- ----------- ----------- ----------- -----------
Michael Nelsen $14,600 $50,000 -- $100,000 $10,000
Senior Vice President,
Chief Investment Officer
- ---------------------------- ----------- ----------- ----------- ----------- -----------
(1) These restricted common shares of beneficial interest ("Common Shares") will
be issued at a discount to the 20 day moving average of the Company's Common
Shares prior to the grant date of January 3, 2005 (the "Grant Date"). These
restricted Common Shares will vest over three years on the next three
anniversaries of the Grant Date.
(2) These restricted Common Shares will be issued on the Grant Date and will
vest over four years on the next four anniversaries of the Grant Date.
(3) These options to acquire Common Shares will vest over three years; one-third
on the Grant Date and the remaining vesting on the next two anniversaries
thereof. The number of options to be issued will be calculated by dividing the
dollar award by 20% of the "Fair Market Value" (as defined in the Plan) of the
Company's Common Shares on the Grant Date.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
ACADIA REALTY TRUST
(Registrant)
Date: December 29, 2004 By: /s/ Michael Nelsen
Name: Michael Nelsen
Title: Sr. Vice President and Chief
Financial Officer
2
