Forestar Group Inc. — Director's Dealing 2016

Feb 17, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Forestar Group Inc. (FOR)
CIK: 0001406587
Period of Report: 2016-02-12

Reporting Person: Reddy Sabita C. (Vice President - Accounting)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-02-12	Common Stock	F	437	$8.60	Acquired	2482	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Option (right to buy)	$30.56	2017-02-02	Common Stock (1708)	1708	Direct
Option (right to buy)	$18.70	2023-02-12	Common Stock (2437)	2437	Direct
Stock Appreciation Right	$14.08	2025-02-10	Common Stock (4211)	4211	Direct
Restricted Share Units	$		Common Stock (329)	329	Direct

Footnotes

F1: Shares acquired in a pro rata distribution by Temple-Inland Inc. through a spin-off effective December 28, 2007.

F2: Options are fully vested and exercisable as of the date of this report.

F3: Vesting schedule for Options granted 02/12/2013 - Exercise price is $18.70: Options Exercisable 02/12/2014 - 609; Options Exercisable 02/12/2015 - 609; Options Exercisable 02/12/2016 - 609; and Options Exercisable 02/12/2017 - 610.

F4: Vesting schedule for Stock Appreciation Rights (SARs) granted 02/10/2015 - Exercise price is $14.08: SARs Exercisable 02/10/2016 - 1,052; SARs Exercisable 02/10/2017 - 1,053; SARs Exercisable 02/10/2018 - 1,053; and SARs Exercisable 02/10/2019 - 1,053. SARs will be settled for cash

F5: Restricted share units granted on 02/11/2014 will vest as follows: 330 on 02/11/2015; 329 on 02/11/2016; 329 on 02/11/2017. Restricted share units will be settled for cash based on the fair market value on vesting date.