Hudson Pacific Properties, Inc. — Director's Dealing 2021

Mar 17, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Hudson Pacific Properties, Inc. (HPP)
CIK: 0001482512
Period of Report: 2021-03-12

Reporting Person: LAMMAS MARK T (President)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-03-12	LTIP Units	$	A	22986	Acquired		Common Stock, par value $0.01 (22986.0)	Direct

Footnotes

F1: LTIP Units are a class of limited partnership units in Hudson Pacific Properties, L.P. (the "Operating Partnership"), the operating partnership of Hudson Pacific Properties, Inc. (the "Company") and are granted pursuant to the Hudson Pacific Properties, Inc. and Hudson Pacific Properties, L.P. 2010 Incentive Award Plan. Initially, LTIP Units do not have full parity with common limited partnership units of the Operating Partnership ("Common Units") with respect to liquidating distributions. If such parity is reached, vested LTIP Units may be converted into an equal number of Common Units at any time thereafter, and, upon conversion, enjoy all the rights of Common Units. Common Units are redeemable for cash based on the fair market value of an equivalent number of shares of Common Stock, or, at the election of the Company, an equal number of shares of Common Stock, each subject to adjustment in the event of stock splits, specified extraordinary distributions or similar events.

F2: (Continued from Footnote 1) The LTIP Units are also subject to a mandatory holding period under which the executives generally cannot sell vested LTIP Units for an additional two years following the applicable vesting date.

F3: Represents the number of LTIP Units earned based on the achievement of operational performance metrics over the one-year performance period beginning January 1, 2020 and ending December 31, 2020. The actual number of LTIP Units to be issued upon vesting may be adjusted based on the Company's achievement of absolute total shareholder return goals over the three-year period commencing January 1, 2020 and ending December 31, 2022.

F4: The LTIP Units will vest in full on December 31, 2022 subject to the executive's continued service through the vesting date.

F5: The rights to convert LTIP Units into Common Units and redeem Common Units for cash or shares of Common Stock do not have expiration dates.