BRANDYWINE REALTY TRUST — Director's Dealing 2017

Feb 3, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: BRANDYWINE REALTY TRUST (BDN)
CIK: 0000790816
Period of Report: 2017-02-01

Reporting Person: SWEENEY GERARD H (Director, President and CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-02-01	Common Shares of Beneficial Interest	M	22141	$16.00	Acquired	1097509	Direct
2017-02-01	Common Shares of Beneficial Interest	F	930	$16.00	Disposed	1096579	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Shares of Beneficial Interest	30759	Indirect

Footnotes

F1: Reflects the delivery of common shares under the reporting person's 2014-2016 Restricted Performance Share Unit Award.

F2: Reflects common shares withheld to satisfy payroll taxes due upon delivery of common shares under the reporting person's 2014-2016 Restricted Performance Share Unit Award.

F3: There was no indirect transaction on the above date. The indirect ownership is being disclosed for informational purposes only.