STAG Industrial, Inc. — Director's Dealing 2012

Sep 11, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: STAG Industrial, Inc. (STAG)
CIK: 0001479094
Period of Report: 2012-09-10

Reporting Person: King David G (EVP and Director-Real Estate)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-09-10	Partnership Units	$	J	5992	Acquired		Common Stock, par value $0.01 per share (5992)	Direct

Footnotes

F1: This represents common units of limited partnership interests ("OP Units") in STAG Industrial Operating Partnership, L.P.; a Delaware limited partnership ("Operating Partnership"). Beginning April 20, 2012 the OP Units are deemable for cash equal to the then current market value of one share of STAG Industrial, Inc. (the "Issuer") stock or, at the election of the Issuer, for the shares of the Issuer's common stock on a one-for-one basis.

F2: The OP Units were issued to the reporting person as a distribution from STAG Investments IV, LLC and STAG GI Investments, LLC, contributors to the Issuer's formation transactions.

F3: The OP Units are vested as of the date of issuance, April 20, 2012, and have no expiration date.

F4: The OP Units were distributed in accordance with the membership interest percentage owned by the members of the STAG Investments IV, LLC, and STAG GI Investments, LLC, irrespective of the price of Issuer's stock.