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Forestar Group Inc. Director's Dealing 2016

Feb 11, 2016

32005_dirs_2016-02-11_1ea7cdd7-0ee0-46f1-a54a-d255afef7a6e.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Forestar Group Inc. (FOR)
CIK: 0001406587
Period of Report: 2016-02-09

Reporting Person: Jehl Charles D (Executive Vice President)

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2016-02-09 Restricted Share Units $ A 63953 Acquired Common Stock (63953) Direct

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock 45476 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) $28.85 2018-02-12 Common Stock (22300) 22300 Direct
Option (right to buy) $17.80 2020-02-09 Common Stock (10757) 10757 Direct
Option (right to buy) $18.59 2021-02-08 Common Stock (20772) 20772 Direct
Option (right to buy) $16.11 2022-02-14 Common Stock (22532) 22532 Direct
Option (right to buy) $18.70 2023-02-12 Common Stock (19493) 19493 Direct
Option (right to buy) $14.08 2025-02-10 Common Stock (18377) 18377 Direct
Stock Appreciation Right $17.80 2020-02-09 Common Stock (12628) 12628 Direct
Restricted Share Units $ Common Stock (1647) 1647 Direct
Restricted Share Units $ Common Stock (3384) 3384 Direct
Market Stock Units $ 2016-02-12 Common Stock (9485) 9485 Direct
Market Stock Units $ 2017-02-11 Common Stock (5888) 5888 Direct
Market Stock Units $ 2018-02-10 Common Stock (18526) 18526 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 02/14/2012 - Exercise price is $16.11: Options Exercisable 02/14/2013 - 5,633; Options Exercisable 02/14/2014 - 5,633; Options Exercisable 02/14/2015 - 5,633; and Options Exercisable 02/14/2016 - 5,633.

F4: Vesting schedule for Options granted 02/12/2013 - Exercise price is $18.70: Options Exercisable 02/12/2014 - 4,873; Options Exercisable 02/12/2015 - 4,873; Options Exercisable 02/12/2016 - 4,873; and Options Exercisable 02/12/2017 - 4,874.

F5: Vesting schedule for Options granted 02/10/2015 - Exercise price is $14.08: Options Exercisable 02/10/2016 - 4,594; Options Exercisable 02/10/2017 - 4,594; Options Exercisable 02/10/2018 - 4,594; and Options Exercisable 02/10/2019 - 4,595.

F6: Stock Appreciation Rights (SARs) are fully vested and exercisable as of the date of this report.

F7: Restricted share units granted on 02/12/2013 will vest on 02/12/2016. Restricted share units will be settled for cash based on the fair market value on vesting date.

F8: Restricted share units granted on 02/11/2014 will vest as follows: 1,692 on 02/11/2016; 1,692 on 02/11/2017. Restricted share units will be settled for cash based on the fair market value on vesting date.

F9: Restricted share units granted on 02/09/2016 will vest as follows: 21,318 on 02/09/2017; 21,317 on 02/09/2018; 21,318 on 02/09/2019. Restricted share units will be settled with stock.

F10: Number of shares to be received upon vesting will vary depending upon performance of Company stock over the performance period.