UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
Form 8-K
 
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
 
Date of Report (Date of earliest event reported):  07/22/2013
 
Pennsylvania Real Estate Investment Trust
(Exact name of registrant as specified in its charter)
 
Commission File Number:  1-6300
 
Pennsylvania
  
23-6216339
(State or other jurisdiction of
  
(IRS Employer
incorporation)
  
Identification No.)
 
The Bellevue, 200 South Broad Street, Philadelphia, PA 19102
(Address of principal executive offices, including zip code)
 
215-875-0700
(Registrant’s telephone number, including area code)
 
(Former name or former address, if changed since last report)
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[  ]   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[  ]   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[  ]   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[  ]   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 

 
Item 5.02.    Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
 
On July 18, 2013, Pennsylvania Real Estate Investment Trust amended its Second Amended and Restated 2003 Equity Incentive Plan to change the vesting period for restricted shares granted to non-employee trustees to approximately one year in order to be consistent with the one year term for which trustees are elected, from approximately three years previously. A copy of the amendment is filed as an exhibit to this report.
 

 

SIGNATURES
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
           
Pennsylvania Real Estate Investment Trust
 
 
Date: July 22, 2013
     
By:
 
/s/    Bruce Goldman
               
Bruce Goldman
               
Executive Vice President and General Counsel
 
 

 

EXHIBIT INDEX
 
Exhibit No.
  
Description
EX-10.1
  
Amendment No 1 to Second Amended and Restated 2003 Equity Plan

AMENDMENT NO. 1 TO THE

PENNSYLVANIA REAL ESTATE INVESTMENT TRUST

SECOND AMENDED AND RESTATED 2003 EQUITY INCENTIVE PLAN

 

WHEREAS, Pennsylvania Real Estate Investment Trust (the "Trust") sponsors the Pennsylvania Real Estate Investment Trust Second Amended and Restated 2003 Equity Incentive Plan (the "Plan");

WHEREAS, Section 7.3(c) of the Plan provided that annual grants of restricted shares to non-employee trustees will have restrictions that will generally lapse with respect to one-third of such shares each year; and

WHEREAS, the Board has amended the Plan to provide that such restrictions will generally lapse with respect to all of such shares on May 1 of the subsequent year;

NOW, THEREFORE:

The third sentence of subsection (c) of Section 7 of the Plan ("Annual Grant to Non-Employee Trustees") is hereby amended to read as follows:

Restrictions with respect to Restricted Shares underlying Annual Grants made on or after July 18, 2013 will generally lapse on May 1 of each year following the applicable grant date (or, if such May 1 is not a trading day, the trading day next preceding such May 1); provided, that such restrictions will immediately lapse in full upon the Participant's death or Disability or upon the occurrence of a Change in Control.

 

* * *

IN WITNESS WHEREOF, the Trust has caused these presents to be duly executed this 22nd day of July 2013.

 

PENNSYLVANIA REAL ESTATE INVESTMENT TRUST

 

 

By: /s/ Bruce Goldman

Name: Bruce Goldman

Title: Executive Vice President and General Counsel