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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 Class A Limited Partnership Interest | (4) | 01/11/2012 | J(5) | V | 14,419 | (4) | (4) | Shares of Beneficial Interest, par value $1.00 per share | 59,195 | $ 0 | 59,195 | I | By GRAT (6) | ||
| Units of Class A Limited Partnership Interest | (4) | 01/11/2012 | J(5) | V | 14,419 | (4) | (4) | Shares of beneficial interest, par value $1.00 per share | 779,717 | $ 0 | 779,717 | D | |||
| Units of Class A Limited Partnership Interest | (4) | 01/11/2012 | J(7) | V | 59,195 | (4) | (4) | Shares of beneficial interest, par value $1.00 per share | 0 | $ 0 | 0 | I | By GRAT (6) | ||
| Units of Class A Limited Partnership Interest | (4) | (4) | (4) | Shares of beneficial interest, par value $1.00 per share | 82,850 | 82,850 | I | By GRAT (8) | |||||||
| Units of Class A Limited Partnership Interest | (4) | (4) | (4) | Shares of beneficial interest, par value $1.00 per share | 82,850 | 82,850 | I | By GRAT (9) | |||||||
| Units of Class A Limited Partnership Interest | (4) | (4) | (4) | Shares of beneficial interest, par value $1.00 per share | 86,934 | 86,934 | I | By the Non-QTIP Marital Trust U/W of Richard I. Rubin (10) | |||||||
| Units of Class A Limited Partnership Interest | (4) | (4) | (4) | Shares of beneficial interest, par value $1.00 per share | 5,227 | 5,227 | I | By Pan American Office Investments, L.P. (11) | |||||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| RUBIN RONALD PENNSYLVANIA REAL ESTATE INVESTMENT TR THE BELLEVUE 200 S BROAD STREET PHILADELPHIA, PA 19102 |
X | Chairman and CEO | ||
| Ronald Rubin | 01/12/2012 | |
| **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) | These shares are held by the Non-QTIP Marital Trust U/W of Richard I. Rubin (the "Marital Trust"), a trust of which Mr. Rubin is a trustee and a beneficiary. |
| (2) | These shares are held by a trust of which Mr. Rubin is a trustee and a beneficiary. |
| (3) | These shares are held by trusts of which Mr. Rubin is a trustee. Mr. Rubin disclaims beneficial ownership of these shares. |
| (4) | The derivative securities are units of Class A Limited Partnership Interest (the "Units") in PREIT Associates, L.P., the operating partnership of the issuer. The Units are generally redeemable one year after the date of issuance in consideration for cash equal to the contemporaneous market price of shares of beneficial interest in the issuer or, at the election of the issuer, for a like number of shares of beneficial interest in the issuer, without payment of any conversion or exercise price. These Units are currently redeemable, but have not been redeemed. The Units have no expiration date. |
| (5) | This transaction involved an annuity distribution of 14,419 Units from The Ronald Rubin 2008 Grantor Retained Annuity Trust ("GRAT") for the benefit of the reporting person's grandson to the reporting person. |
| (6) | The Ronald Rubin 2008 GRAT for the benefit of the reporting person's grandson is the holder of these securities. The reporting person is the trustee of this GRAT. |
| (7) | This transaction involved a distribution of the remaining securities held by The Ronald Rubin 2008 GRAT for the benefit of the reporting person's grandson to the beneficiary upon termination of the GRAT. |
| (8) | The Ronald Rubin 2010 GRAT for the benefit of the reporting person's son is the holder of these securities. The reporting person is the trustee of this GRAT. |
| (9) | The Ronald Rubin 2010 GRAT for the benefit of the reporting person's daughter is the holder of these securities. The reporting person is the trustee of this GRAT. |
| (10) | The Marital Trust is the holder of these Units. Mr. Rubin disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein. |
| (11) | Pan American Office Investments, L.P. is the holder of these Units. Mr. Rubin is the sole shareholder of Pan American Office Investment - GP, Inc., which in turn is the general partner of Pan American Office Investments, L.P. In addition, Mr. Rubin directly holds a limited partnership interest in Pan American Office Investments, L.P. |