ACADIA REALTY TRUST — Director's Dealing 2014

Mar 4, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ACADIA REALTY TRUST (AKR)
CIK: 0000899629
Period of Report: 2014-02-28

Reporting Person: BERNSTEIN KENNETH F (Director, President and CEO)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-02-28	Limited Partnership Units	$25.90	A	127413	Acquired		Common Shares of Beneficial Interest (127413)	Direct

Footnotes

F1: On February 28, 2014 ("Grant Date"), Mr. Bernstein was awarded these restricted limited partnership units in Acadia Realty Limited Partnership ("LTIP Units"). 84,942 of these LTIP Units shall vest subject to the following schedule: equal amounts shall vest on February 28, 2015 (the "First Vesting Date") and on each of the first, second, third and fourth anniversaries thereof, provided that Mr. Bernstein continues to be employed by the Company through the vesting date in question (each a "Vesting Date"). 50% of the remaining 42,471 LTIP Units will vest subject to the same schedule and Mr. Bernstein's continued employment and the other 50% subject to the same schedule, Mr. Bernstein's continued employment and Acadia Realty Trust (the "Company") achieving certain annual and cumulative benchmarks established by the Company's Board of Trustees.

F2: This number represents the total number of LTIP Units (225,661 vested and 486,475 unvested) now held by Mr. Bernstein.