Real estate owners Iris Wolstein and Scott Wolstein and the Alex Otto family of Germany jointly have agreed to terminate a voting agreement the Wolsteins made with the Ottos when the German group bought nearly one-third of the stock of Developers Diversified Realty Corp. (NYSE: DDR) in 2009.
The agreement requires the Wolsteins to support two Otto nominees to Developers Diversified’s board, according to a May 13 SEC filing.
Scott Wolstein, former executive chairman and CEO of Developers Diversified, said in an email that he and his mother needed to change the agreement because it contained a technical provision that subjected them to the same lockout provisions as Developers Diversified executives and directors.It is a very significant restriction on the purchase and sale of shares, Mr. Wolstein wrote. The provision means they cannot sell shares between when a quarter ends and when the real estate investment trust announces that quarter’s earnings. Trades also are off limits if they have material inside information that has not been disclosed publicly. As far as supporting the two Otto board members goes, Mr. Wolstein wrote that he and Mrs. Wolstein are highly supportive of the Otto interests. This has nothing to do with that.Martin Richmond, a Developers Diversified vice president and spokesman, declined comment on the shareholder deal. Mr. Wolstein shed the executive chairman title earlier this year at the recession-battered shopping center company that he and his late father, Bertram Wolstein, took public in 1993.Mrs. Wolstein owns 3.78 million shares and Scott Wolstein owns 1.69 million shares in Developers Diversified, according to the SEC filing.
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