Power REIT — Director's Dealing 2012

Aug 15, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Power REIT (pw)
CIK: 0001532619
Period of Report: 2012-08-13

Reporting Person: Mittal Arun (Corporate Secretary, Treasurer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-08-13	Common	A	10000	$0.01	Acquired	78000	Indirect
2012-08-13	Common	A	60000	$7.96	Acquired	78000	Indirect

Footnotes

F1: 10,000 restricted shares of common stock were awarded to Caravan Partners LLC on August 13, 2012, pursuant to the Trust's 2012 Equity Incentive Plan; the award vests in three-equal annual installments beginning with the first anniversary of the grant. Mr. Mittal provides business development and other services to the Trust through Caravan Partners LLC.

F2: A non-qualified option to acquire 60,000 shares of common stock were awarded to Caravan Partners LLC on August 13, 2012, pursuant to the Trust's 2012 Equity Incentive Plan; the award vests in three-equal annual installments beginning with the first anniversary of the grant, have a ten-year term and a strike price equal to the closing price of the stock on August 13, 2012. Mr. Mittal provides business development and other services to the Trust through Caravan Partners LLC.

F3: Arun Mittal has beneficial ownership of 78,000 shares: 8,000 directly and 70,000 indirectly through Mr. Mittal's wholly-owned affiliate, Caravan Partners LLC.