Mahbod Nia - Mar 12, 2024 Form 4 Insider Report for Veris Residential, Inc. (VRE)

Role: CHIEF EXECUTIVE OFFICER, Director
Signature: /s/ Mahbod Nia
Stock symbol: VRE
Transactions as of: Mar 12, 2024
Transactions value $: $0
Form type: 4
Date filed: 3/14/2024, 06:00 PM
Previous filing: Mar 13, 2024
Next filing: Mar 20, 2024

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	VRE	Time Vesting Restricted Stock Units	Award	$0	+148K	+68.06%	$0.00	367K	Mar 12, 2024	Direct	F1, F2
holding	VRE	Common Stock, $0.01 par value						212K	Mar 12, 2024	By family limited liability company	F3

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	VRE	Performance Vesting Restricted Stock Units	Award	$0	+160K		$0.00	160K	Mar 12, 2024	Common Stock, $0.01 par value	160K	$0.00	Direct	F4, F5
transaction	VRE	Outperformance Vesting Restricted Stock Units	Award	$0	+148K		$0.00	148K	Mar 12, 2024	Common Stock, $0.01 par value	148K	$0.00	Direct	F6, F7

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	On March 12, 2024, the reporting person was granted time vesting restricted stock units (each, a "TVRSU"). Each TVRSU represents a contingent right to receive one share of common stock, $0.01 par value (the "Common Stock"), of Veris Residential, Inc. (the "Company").
F2	The TVRSUs vest in three equal annual installments beginning March 12, 2025.
F3	Includes 97,892 shares of Common Stock previously transferred by the reporting person to his family limited liability company in transactions exempt from Section 16 of the Exchange Act pursuant to Rule 16a-13.
F4	On March 12, 2024, the reporting person was granted performance vesting restricted stock units (each, a "PVRSU"). Each PVRSU represents represents a contingent right to receive one share of Common Stock.
F5	Fifty percent (50%) of the PVRSUs may vest over a three year period based on the attainment of absolute total stockholder return ("TSR") metrics by the Company over a three year performance period. The remaining fifty percent (50%) of the PVRSUs may vest over a three year period based on the Company's TSR relative to the TSR of a select group of nineteen (19) peer REITs over the same three year performance period. PVRSUs may vest between 0% and 160% of the "target" performance level (the number of shares listed herein).
F6	On March 12, 2024, the Company granted the reporting person outperformance vesting restricted stock units (each, a "OPVRSU"). Each OPVRSU represents represents a contingent right to receive one share of Common Stock.
F7	The OPVRSUs may vest on March 12, 2027 from 0% to 100% based on the attainment of certain levels of adjusted funds from operations per share for the Company's fiscal year ending December 31, 2026.