Veris Residential, Inc. — Director's Dealing 2016

Jan 8, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MACK CALI REALTY CORP (CLI)
CIK: 0000924901
Period of Report: 2016-01-06

Reporting Person: MACK WILLIAM L (Director)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-01-06	Phantom Stock Units	$0	A	119.791	Acquired		Common Stock (119.791)	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 consists of 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 1,577,017 Common Units directly beneficially owned by the reporting person. Reported amount also excludes the following securities indirectly beneficially owned by the reporting person: (i) 100,000 Common Units held by the William & Phyllis Mack Foundation, Inc. a charitable foundation of which the reporting person is a trustee (the "Foundation") and (ii) 770,097 Common Units held by a trust (the "Trust") that is a member of a Section 13(d) group with the reporting person in which members of the reporting person's immediate family have a beneficial ownership interest. Pursuant to Rule 13d-4, the reporting person disclaims beneficial ownership of all securities held by the Foundation and the Trust.