UDR, Inc. — Director's Dealing 2015

Mar 13, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: UDR, Inc. (UDR)
CIK: 0000074208
Period of Report: 2015-03-12

Reporting Person: Davis Jerry A (Senior Vice President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-03-12	Common Stock	M	14639.0000	$25.0900	Acquired	193491.0000	Direct
2015-03-12	Common Stock	F	1237.0000	$32.6000	Disposed	192254.0000	Direct
2015-03-12	Common Stock	F	11267.0000	$32.6000	Disposed	180987.0000	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2015-03-12	Stock Options (Right to buy)	$25.0900	M	14639.0000	Disposed	2015-03-31	Common Stock (14639.0000)	Direct

Footnotes

F1: Represents shares of Common Stock withheld to satisfy the reporting person's tax withholding obligation. The deemed disposition of the withheld shares is exempt pursuant to Rule 16b-3(e).

F2: Represents shares of Common Stock withheld to satisfy the reporting person's obligation to pay the exercise price upon the exercise of the stock options. The deemed disposition of the withheld shares is exempt pursuant to Rule 16b-3(e).