BRT Apartments Corp. — Director's Dealing 2021

Jan 12, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: BRT Apartments Corp. (BRT)
CIK: 0000014846
Period of Report: 2021-01-08

Reporting Person: GOULD MATTHEW J (N/A)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-01-08	Common Stock	A	14320	—	Acquired	371622	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	1140	Indirect
Common Stock	33259	Indirect
Common Stock	23469	Indirect
Common Stock	20874	Indirect
Common Stock	47633	Indirect
Common Stock	2989898	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Restricted Stock Units	$		Common Stock (37000)	37000	Direct

Footnotes

F1: These shares were issued as restricted stock effective January 8, 2021 under the issuer's 2020 Incentive Plan. Subject to the reporting person's continued relationship with the Company, the shares vest January 7, 2026. The award is exempt from Section 16(b) under Rule 16b-3(d)(1).

F2: These shares are owned by children of the reporting person who reside with reporting person. Reporting person disclaims any beneficial interest in these shares.

F3: Reporting person is a trustee of the Gould Family Trust, which owns these shares.

F4: Reporting person is a trustee of the Gould Shenfeld Family Foundation.

F5: Reporting person is a trustee of BRT Apartments Corp. Pension Trust, which owns these shares.

F6: Shares are held by the reporting person as custodian for his children. Reporting person disclaims beneficial ownership in these shares.

F7: These shares are owned by Gould Investors L.P. Reporting person is the chairman of the corporate managing general partner of Gould Investors L.P., and he holds limited partnership interests in Gould Investors L.P. These shares represent all of the shares of issuer owned by Gould Investors L.P., including shares in which he does not have a pecuniary interest. Includes shares obtained through the issuer's dividend reinvestment plan.

F8: Each restricted stock unit represents a contingent right to receive 1 share of BRT Apartments Corp. common stock. Approximately 55% and 45% of the units vest based on satisfaction of performance metrics related to total shareholder return (including relative shareholder return) total shareholder and adjusted funds from operations, respectively. Each such unit was granted in tandem with a cash settled dividend equivalent right entitling the holder, to the extent such unit vests, to the cash dividends paid on the shares underlying such units from the grant date through March 31, 2021.

F9: The restricted stock units vest on March 31, 2021, subject to satisfaction of applicable continued service and performance conditions.