Paramount Group, Inc. — Director's Dealing 2019

Dec 2, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Paramount Group, Inc. (PGRE)
CIK: 0001605607
Period of Report: 2019-11-27

Reporting Person: Otto Alexander (10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2019-11-27	Common Stock, par value $0.01 per share	J	16487	$13.49	Acquired	16487	Indirect
2019-11-27	Common Stock, par value $0.01 per share	S	16487	$13.49	Disposed	0	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2019-11-27	Partnership Units	$	J	19617	Acquired		Common Stock (19617)	Indirect
2019-11-27	Partnership Units	$	S	19617	Disposed		Common Stock (19617)	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock, par value $0.01 per share	13656206	Direct
Common Stock, par value $0.01 per share	489289	Indirect

Footnotes

F1: On November 27, 2019, CNBB-RDF Holdings, LP, a limited partnership in which the reporting person has direct and indirect ownership interests ("CNBB"), acquired 33,363 shares of common stock of Paramount Group, Inc. (the "Issuer") in private transactions from certain individuals, which transactions valued such shares at $13.49 per share, in satisfaction of amounts due under promissory notes previously entered into by such individuals in favor of CNBB. Following such transactions, on November 27, 2019, CNBB sold the 33,363 shares of common stock of the Issuer in a private transaction.

F2: Represents common units of limited partnership interest ("OP Units") in Paramount Group Operating Partnership LP (the "Operating Partnership"). Each OP Unit is currently redeemable for cash equal to the then fair market value of one share of the Issuer's common stock, except that the Issuer may, at its election, acquire each OP Unit so presented for one share of common stock. These redemption rights have no expiration date.

F3: On November 27, 2019, CNBB acquired 39,698 OP Units in private transactions from certain individuals, which transactions valued such units at $13.49 per unit, in satisfaction of amounts due under promissory notes previously entered into by such individuals in favor or CNBB. Following such transactions, on November 27, 2019, CNBB sold the 39,698 OP Units in a private transaction.