[Form 4] KITE REALTY GROUP TRUST Insider Trading Activity
Rhea-AI Filing Summary
Kite Realty Group Trust President & COO Thomas K. McGowan reported equity-based transactions involving the company’s operating partnership units. On February 23, 2026, he exercised 149,254 AO LTIP derivative units and acquired 50,245 limited partnership units, resulting in 979,399 LP Units held directly. On February 19, 2026, he was granted LTIP Units of 45,153 and 36,577, which vest in equal installments on February 19, 2027, 2028, and 2029, subject to continued service. He also reports 106,028 Common Shares held directly and 5,000 LP Units held indirectly through an irrevocable trust.
Positive
- None.
Negative
- None.
Insights
Executive increased partnership-linked awards through grants and derivative exercises, with no open-market buying or selling.
The President & COO of Kite Realty Group Trust, Thomas K. McGowan, reported multiple acquisitions of operating partnership units. These include an exercise of 149,254 AO LTIP derivative units and an additional 50,245 limited partnership units, as well as new LTIP Unit grants of 45,153 and 36,577 units.
The LTIP Units vest in three equal annual installments on February 19, 2027, February 19, 2028, and February 19, 2029, contingent on continued service, aligning compensation with long-term performance. LP Units and LTIP Units are ultimately redeemable or convertible into Common Shares or cash under the plan’s terms.
These transactions reflect equity compensation and derivative exercises rather than open-market trades. Their practical effect depends on future vesting, potential conversions into LP Units, and any subsequent redemptions into Common Shares or cash under the plan and partnership agreement.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Limited Partnership Units - Kite Realty Group, LP (AO LTIPs) | 149,254 | $0.00 | -- |
| Exercise | Limited Partnership Units of Kite Realty Group, L.P. | 50,245 | $0.00 | -- |
| Grant/Award | Limited Partnership Units of Kite Realty Group, L.P. | 45,153 | $0.00 | -- |
| Grant/Award | Limited Partnership Units of Kite Realty Group, L.P. | 36,577 | $0.00 | -- |
| holding | Limited Partnership Units of Kite Realty Group, L.P. | -- | -- | -- |
| holding | Common Shares | -- | -- | -- |
Footnotes (1)
- Common Shares of beneficial interest, par value of $0.01 per share (the "Common Shares"), are issued upon the redemption and tender of Limited Partnership Units ("LP Units") of Kite Realty Group, L.P. on a one-for-one basis. LP Units have no expiration date. Represents the grant of LTIP Units (as defined below) pursuant to the Kite Realty Group Trust 2013 Equity Incentive Plan, as amended (the "Plan"). These LTIP Units will vest in equal amounts on February 19, 2027, February 19, 2028, and February 19, 2029, subject to continued service by the reporting person through the applicable vesting date. LTIP Units ("LTIP Units") are a class of LP Units that, if vested, are convertible at the option of the holder, conditioned upon minimum allocations to the capital accounts of the LTIP Units for federal income tax purposes, into an equal number of LP Units. Represents LTIP Units under the Plan, which were earned based on the achievement of certain performance measures during the three-year performance period ended February 13, 2026. The reporting person previously received a grant of AO LTIPs pursuant to the Plan. AO LTIPs are similar to "net exercise" stock option awards and are convertible, once vested, into a number of vested limited partnership units of Kite Realty Group, L.P. designated as LTIP Units, determined by the quotient of (i) the excess of the value of a Common Share of Kite Realty Group Trust as of the date of the conversion over $16.69 (the "Participation Threshold per AO LTIP"), divided by (ii) the value of a Common Share as of the date of conversion. Vested LTIP Units into which AO LTIPs have been converted are further convertible, [footnote continued] [Continued from footnote] conditioned upon minimum allocations to the capital accounts of the LTIP Units for U.S. federal income tax purposes, into an equal number of LP Units. The resulting LP Units are redeemable by the holder for one Common Share per LP Unit or the cash value of a Common Share, at the Issuer's option. The AO LTIPs vested and became exercisable as of the date that both of the following requirements were met: (i) the grantee remains in continuous service from the grant date through the third anniversary of the grant date; and (ii) at any time during the period between the first year and the fifth anniversaries of the grant date, the reported closing price per Common Share appreciates at least 15% over the applicable Participation Threshold per AO LTIP (as set forth in the table above) for a minimum of 20 consecutive trading days. Under the award agreement, the AO LTIPs have a ten-year term from the grant date. LP Units are redeemable for an equal number of Common Shares or, at the election of Kite, cash equal to the fair market value of such shares. LP Units have no expiration date.
