KITE REALTY GROUP TRUST — Director's Dealing 2025

Feb 20, 2025

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: KITE REALTY GROUP TRUST (KRG)
CIK: 0001286043
Period of Report: 2025-02-18

Reporting Person: Kite John A (Director, Chairman & CEO)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2025-02-18	Limited Partnership Units of Kite Realty Group, L.P.	$	A	202157	Acquired		Common Shares (202157)	Direct
2025-02-18	Limited Partnership Units of Kite Realty Group, L.P.	$	A	120429	Acquired		Common Shares (120429)	Direct
2025-02-18	Limited Partnership Units of Kite Realty Group, L.P.	$	A	58865	Acquired		Common Shares (58865)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Shares	104121	Direct
Common Shares	2098	Indirect

Footnotes

F1: Common shares of beneficial interest, par value of $0.01 per share are issued upon the redemption and tender of Limited Partnership Units ("LP Units") of Kite Realty Group, L.P. on a one for one basis. LP Units have no expiration date.

F2: Represents LTIP Units (as defined below) earned related to an award previously granted on January 14, 2022 pursuant to the Kite Realty Group Trust 2013 Equity Incentive Plan, as amended (the "Plan"). The number of earned LTIP Units was based on the achievement of performance criteria as determined by the Compensation Committee of the Issuer's Board of Directors on February 18, 2025 with respect to a performance period commencing on October 23, 2021 and ending on December 31, 2024 (the "Performance Period") and represents the maximum number of LTIP Units eligible to be earned. LTIP Units ("LTIP Units") are a class of LP Units that, if vested, are convertible at the option of the holder, conditioned upon maximum allocations to the capital accounts of the LTIP Units for federal income tax purposes, into an equal number of LP Units.

F3: The performance criteria measured the Kite Realty Group's achievement of the following pre-set components over the Performance Period (i) cumulative annualized net operating income for executed new leases, (ii) post-merger cash general and administrative expense synergies, and (iii) same property net operating income margin improvement, and the awards were further subject to adjustment based on absolute TSR performance over the Performance Period.

F4: Represents the grant of LTIP Units pursuant to the the Plan. These LTIP Units will vest in equal amounts on 2/18/2026, 2/18/2027, and 2/18/2028, subject to continued service by the reporting person through the applicable vesting date.

F5: Represents LTIP Units under the Plan, which were earned based on the achievement of certain performance measures during the three-year performance period ended February 14, 2025.