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UDR, Inc. Director's Dealing 2015

Feb 9, 2015

30426_dirs_2015-02-09_eca27875-b55f-4894-bee2-606c1806a9e9.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: UDR, Inc. (UDR)
CIK: 0000074208
Period of Report: 2015-02-05

Reporting Person: HERZOG THOMAS M (SVP-Chief Financial Officer)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2015-02-05 Common Stock A 48877.0000 $0.0000 Acquired 106812.0000 Direct
2015-02-05 Common Stock A 2987.0000 $33.4800 Acquired 109799.0000 Direct
2015-02-05 Common Stock F 5211.0000 $33.4800 Disposed 104588.0000 Direct

Footnotes

F1: Subject to the reporting person's continued employment, one third of the award is vested upon the date of grant, one third vests on December 31, 2015 and one third vests on December 31, 2016.

F2: Subject to the reporting person's continued employment, the grant vests in equal installments over 4 years from the grant date.

F3: Represents shares of restricted stock withheld to satisfy the reporting person's tax withholding obligation upon vesting of restricted stock. The deemed disposition of the withheld shares is exempt pursuant to Rule 16b-3(e).