Paramount Group, Inc. — Director's Dealing 2022

Apr 29, 2022

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Paramount Group, Inc. (PGRE)
CIK: 0001605607
Period of Report: 2022-04-29

Reporting Person: Otto-Bernstein Katharina (Director, 10% Owner)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2022-04-29	Partnership Units	$	J	19049	Acquired		Common Stock (19049)	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Partnership Units	$		Common Stock (56948)	56948	Direct

Footnotes

F1: Represents common units of limited partnership interest ("OP Units") in Paramount Group Operating Partnership LP (the "Operating Partnership"). Each OP Unit is redeemable for cash equal to the fair market value of one share of common stock of Paramount Group, Inc. (the "Issuer"), except that the Issuer may, at its election, acquire each OP Unit so presented for one share of common stock of the Issuer. These redemption rights have no expiration date.

F2: On April 29, 2022, ParkProperty Capital, LP (formerly CNBB-RDF Holdings, LP), a limited partnership in which the reporting person has direct and indirect ownership interests ("PPC"), acquired 56,679 OP Units in the Operating Partnership in private transactions from certain individuals, which transactions valued such units at $9.78 per unit, in satisfaction of amounts due under promissory notes previously entered into by such individuals in favor of PPC.

F3: Includes 17,250 OP Units previously acquired by the reporting person upon the automatic conversion of LTIP Units in the Operating Partnership that had been previously granted to the reporting person by the Operating Partnership. Excludes 48,175 LTIP Units in the Operating Partnership currently owned by the reporting person.