Urban Edge Properties — Director's Dealing 2015

Apr 22, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Urban Edge Properties (UE)
CIK: 0001611547
Period of Report: 2015-04-20

Reporting Person: Langer Mark (Chief Financial Officer)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2015-04-20	Options	$23.515	A	0	Acquired	2025-04-19	Common Shares (0)	Direct
2015-04-20	Units	$0	A	0	Acquired		Common Shares (0)	Direct

Footnotes

F1: On April 20, 2015, the reporting person received a grant pursuant to the Urban Edge Properties 2015 Omnibus Share Plan (the "Plan") of options to purchase common shares of beneficial interest, par value $0.01 ("Common Shares") of Urban Edge Properties ("UE"). The options vest ratably over four years, subject to continued employment through each vesting date, with the initial vesting occurring on April 20, 2016. The number of shares underlying the options is not known at this time, but will be based on the options having a grant date Black Scholes value equal to $500,000. Once the number of shares underlying the options is determined, Mr. Langer will file an amendment to this report.

F2: On April 20, 2015, the reporting person received a grant of LTIP Units ("LTIP Units") of Urban Edge Properties LP ("UELP"), the operating partnership of UE, pursuant to the Plan. The LTIP Units are a class of units of UELP that following the occurrence of certain events and upon vesting are convertible by the holder into an equivalent number of Common Partnership Units of UELP ("Common Units"). Common Units are redeemable by the holder for cash or, at UE's election, Common Shares on a one-for-one basis or the cash value of such shares. The LTIP Units vest ratably over four years, subject to continued employment through each vesting date, with the initial vesting occurring on April 20, 2016.

F3: The number of LTIP Units is not known at this time, but will be based on a number of Common Units equal to $1,000,000 divided by the weighted average trading price of the Company's stock on the New York Stock Exchange for the ten trading days up to and including the grant date. Once the number of LTIP Units is determined, Mr. Langer will file an amendment to this report.