Hudson Pacific Properties, Inc. — Director's Dealing 2017

Jan 11, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Hudson Pacific Properties, Inc. (HPP)
CIK: 0001482512
Period of Report: 2017-01-10

Reporting Person: FRIED RICHARD B (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-01-10	Common Stock, par value $0.01 per share	S	1165922	$35	Disposed	0	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2017-01-10	Common Units of Limited Partnership Interest	$	D	283095	Disposed		Common Stock, par value: $0.01 per share (283095)	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock, par value $0.01 per share	20559	Direct

Footnotes

F1: The amount of securities shown in this row is owned directly by Farallon Capital Partners, L.P., Farallon Capital Institutional Partners, L.P. and Farallon Capital Institutional Partners III, L.P. (collectively, the "Farallon Funds"). On January 10, 2017, the Farallon Funds sold an aggregate 1,165,922 shares of common stock of the Issuer to the underwriters in a registered public offering. As a result of such sale, the Farallon Funds no longer hold shares of common stock of the Issuer.

F2: Farallon Partners, L.L.C. ("FPLLC") is the general partner of each of the Farallon Funds. FPLLC disclaims any beneficial ownership of any of the securities reported or referred to herein for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "'34 Act"), or otherwise, except as to securities representing its pro rata interest in, and interest in the profits of, the Farallon Funds.

F3: The reporting person, Richard B. Fried ("Fried"), is a managing member of FPLLC. Fried disclaims any beneficial ownership of any of the Issuer's securities owned by the Farallon Funds reported or referred to herein for purposes of Section 16 of the '34 Act or otherwise, except to the extent of his pecuniary interest, if any.

F4: Represents common units of limited partnership interest ("Units") in Hudson Pacific Properties, L.P., a limited partnership of which the Issuer is the general partner.

F5: Each Unit is redeemable for cash equal to the then-current market value of one share of the Issuer's common stock or, at the Issuer's election, for one share of the Issuer's common stock.

F6: The Units have no expiration date.

F7: The amount of securities shown in this row is owned directly by Farallon Capital Partners, L.P. ("FCP"). On January 10, 2017, FCP sold 283,095 Units to the Issuer. As a result of such sale, FCP no longer holds Units.