Veris Residential, Inc. — Director's Dealing 2012

Jul 9, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MACK CALI REALTY CORP (CLI)
CIK: 0000924901
Period of Report: 2012-07-05

Reporting Person: MACK DAVID S (Director)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-07-05	Phantom Stock Units	$0	A	600.013	Acquired	1988-08-08	Common Stock (600.013)	Direct

Footnotes

F1: The phantom stock units convert to common stock on a one-for-one basis.

F2: The number of phantom stock units awarded is comprised of a quarterly director's fee earned and a quarterly dividend credited on cumulative phantom stock units under the Mack-Cali Realty Corporation Deferred Compensation Plan for Directors.

F3: The phantom stock units were accrued under the Mack-Cali Realty Corporation Deferred Compensation Plan for Directors and are to be settled 100% in Mack-Cali Realty Corporation common stock upon the termination of the reporting person's service on the Board of Directors of Mack-Cali Realty Corporation or upon a change in control of Mack-Cali Realty Corporation.

F4: Reported amount excludes the following securities directly beneficially owned by the reporting person: (i) 1,756,947 common units of limited partnership interest of Mack-Cali Realty, L.P. ("Common Units"); and (ii) options to purchase 5,000 shares of common stock. Reported amount also excludes 200,000 Common Units held by the David and Sondra Mack Foundation (the "Foundation"), a charitable foundation of which the reporting person is a trustee. Pursuant to Rule 13d-4, the reporting person disclaims beneficial ownership of all of the Common Units held by the Foundation.