Brixmor Property Group Inc. — Director's Dealing 2014

Oct 28, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Brixmor Property Group Inc. (BRX)
CIK: 0001581068
Period of Report: 2014-10-24

Reporting Person: BRE Retail Holdco L.P. (10% Owner)
Reporting Person: Blackstone Real Estate Associates VI L.P. (10% Owner)
Reporting Person: BREA VI L.L.C. (10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-10-24	Common Stock	J	406660	—	Disposed	34157	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	6344000	Indirect
Common Stock	97430580	Indirect
Common Stock	9871967	Indirect
Common Stock	642793	Indirect
Common Stock	21240632	Indirect
Common Stock	1383041	Indirect

Footnotes

F1: Represents a distribution of shares of common stock of the issuer (the "Common Stock") previously held directly by BRE Retail Holdco L.P. to members of BREA VI L.L.C. in respect of their indirect interests in BRE Retail Holdco L.P. BRE Retail Holdco L.P. distributed the 406,660 shares of Common Stock to certain of its members, who distributed such shares to Blackstone Real Estate Associates VI L.P., their general partner, who distributed such shares to BREA VI L.L.C., its general partner, who distributed such shares to Jonathan D. Gray, Stephen A. Schwarzman, and other members. The shares distributed to Mr. Schwarzman were beneficially owned indirectly by him prior to such distribution.

F2: Reflects shares of Common Stock held directly by BRE Retail Holdco L.P.

F3: Reflects shares of Common Stock held directly by BRX Holdco LLC.

F4: Reflects shares of Common Stock held directly by BRX Holdco II LLC.

F5: BRX Holdco II LLC is a wholly-owned subsidiary of BRX Holdco LLC. BRX Holdco LLC is a wholly-owned subsidiary of BRE Retail Holdco L.P. The general partner of BRE Retail Holdco L.P. is Blackstone Real Estate Associates VI L.P.

F6: Reflects shares of Common Stock held directly by BRX BREP VI.TE.1 Holdco A LLC.

F7: Reflects shares of Common Stock held directly by BRX BREP VI.TE.1 Holdco B LLC.

F8: Each of BRX BREP VI.TE.1 Holdco A LLC and BRX BREP VI.TE.1 Holdco B LLC is a wholly-owned subsidiary of Blackstone Real Estate Partners VI.TE.1 L.P. The general partner of Blackstone Real Estate Partners VI.TE.1 L.P. is Blackstone Real Estate Associates VI L.P.

F9: Reflects shares of Common Stock held directly by BRX BREP VI.TE.2 Holdco A LLC.

F10: Reflects shares of Common Stock held directly by BRX BREP VI.TE.2 Holdco B LLC.

F11: Each of BRX BREP VI.TE.2 Holdco A LLC and BRX BREP VI.TE.2 Holdco B LLC is a wholly-owned subsidiary of Blackstone Real Estate Partners VI.TE.2 L.P. The general partner of Blackstone Real Estate Partners VI.TE.2 L.P. is Blackstone Real Estate Associates VI L.P.

F12: The general partner of Blackstone Real Estate Associates VI L.P. is BREA VI L.L.C. The managing member of BREA VI L.L.C. is Blackstone Holdings III L.P. The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C. The sole member of Blackstone Holdings III GP Management L.L.C. is The Blackstone Group L.P. The general partner of The Blackstone Group L.P. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly-owned by Blackstone's senior managing directors and controlled by its founder, Steven A. Schwarzman.

F13: Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.

F14: Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose.