Edgar Filing: KATZMAN CHAIM

Ownership Submission

FORM 4

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

KATZMAN CHAIM

2. Issuer Name and Ticker or Trading Symbol
REGENCY CENTERS CORP [REG]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

__X__ Director	__X__ 10% Owner
__X__ Officer (give title below)	_____ Other (specify below)
Vice Chairman

(Last)

(First)

(Middle)

1696 NE MIAMI GARDENS DRIVE

3. Date of Earliest Transaction (Month/Day/Year)
01/10/2018

(Street)

NORTH MIAMI BEACH, FL 33179

4. If Amendment, Date Original Filed(Month/Day/Year)

6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person

(City)

(State)

(Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock								160,831	D ⁽¹⁾
Common Stock	01/10/2018		S⁽²⁾		119,761	D	$ 65.11 ⁽³⁾	3,730,239	I	By Gazit First Generation, LLC ⁽⁴⁾
Common Stock	01/11/2018		S⁽²⁾		84,441	D	$ 64.61 ⁽⁵⁾	3,645,798	I	By Gazit First Generation, LLC ⁽⁴⁾
Common Stock	01/11/2018		S⁽²⁾		400	D	$ 65.34	3,645,398	I	By Gazit First Generation, LLC ⁽⁴⁾
Common Stock								2,424,085	I	By Ficus, Inc. ⁽⁶⁾
Common Stock								4,001,943	I	By Silver Maple (2001), Inc. ⁽⁷⁾
Common Stock								2,432,869	I	By MGN (USA) 2016, LLC ⁽⁸⁾
Common Stock								5,769,966	I	By MGN America 2016, LLC ⁽⁹⁾

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security
(Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction Code
(Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)

6. Date Exercisable and Expiration Date
(Month/Day/Year)

7. Title and Amount of Underlying Securities
(Instr. 3 and 4)

8. Price of Derivative Security
(Instr. 5)

9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)

10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)

11. Nature of Indirect Beneficial Ownership
(Instr. 4)

Code

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
KATZMAN CHAIM 1696 NE MIAMI GARDENS DRIVE NORTH MIAMI BEACH, FL 33179	X	X	Vice Chairman
GAZIT 1995 INC 1696 NE MIAMI GARDENS DR MIAMI BEACH, FL 33179				Sec 13(d) group
Gazit-Globe Ltd 1696 NE MIAMI GARDENS DRIVE NORTH MIAMI BEACH, FL 33179				See Remarks
SILVER MAPLE (2001) INC 1696 NE MIAMI GARDENS DRIVE NORTH MIAMI BEACH, FL 33179				Sec 13(d) group
FICUS INC 1696 NE MIAMI GARDENS DRIVE NORTH MIAMI BEACH, FL 33179				Sec 13(d) group
GAZIT AMERICA INC 303-109 ATLANTIC AVENUE TORONTO, A6 M6K1X4				Sec 13(d) group
MGN (USA) 2016, LLC 1696 NE MIAMI GARDENS DRIVE NORTH MIAMI BEACH, FL 33179				Sec 13(d) group
GAZIT FIRST GENERATION LL 1696 NE MIAMI GARDENS DRIVE NORTH MIAMI BEACH, FL 33179				Sec 13(d) group
MGN America 2016, LLC 1696 NE MIAMI GARDENS DRIVE NORTH MIAMI BEACH, FL 33179				Sec 13(d) group

Signatures

/s/ Chaim Katzman by Michael B. Kirwan, as Attorney-in-Fact		01/12/2018
^**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 4(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1)	Shares held directly by Mr. Katzman.
(2)	The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person.
(3)	The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $64.44 to $64.65, inclusive. The Reporting Person undertakes to provide Regency Centers Corporation, any security holder of Regency Centers Corporation, or the staff of the Securities & Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth herein.
(4)	Shares owned directly by Gazit First Generation, LLC ("First Generation"). First Generation is a member of a "group" with Mr. Katzman for purposes of Section 13(d) of the Exchange Act. First Generation is a wholly owned subsidiary of 1995, a wholly-owned subsidiary of MGN USA, a wholly-owned subsidiary of Gazit-Globe. Mr. Katzman is the Chairman of the Board of Gazit-Globe. The reporting person disclaims beneficial ownership of such shares except to the extent of the reporting person's pecuniary interest therein, if any.
(5)	The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $64.30 to $65.12, inclusive. The Reporting Person undertakes to provide Regency Centers Corporation, any security holder of Regency Centers Corporation, or the staff of the Securities & Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth herein.
(6)	Shares owned directly by Ficus Inc. ("Ficus"). Ficus is a member of a "group" with Mr. Katzman for purposes of Section 13(d) of the Exchange Act. Ficus is a wholly-owned subsidiary of Gazit America Inc., a wholly-owned subsidiary of Gazit-Globe. Mr. Katzman is the Chairman of the Board of Gazit-Globe. The reporting person disclaims beneficial ownership of such shares except to the extent of the reporting person's pecuniary interest therein, if any.
(7)	Shares owned directly by Silver Maple (2001) Inc. ("Silver Maple"). Silver Maple is a member of a "group" with Mr. Katzman for purposes of Section 13(d) of the Exchange Act. Silver Maple is a wholly-owned subsidiary of Gazit America Inc., a wholly-owned subsidiary of Gazit-Globe. Mr. Katzman is the Chairman of the Board of Gazit-Globe. The reporting person disclaims beneficial ownership of such shares except to the extent of the reporting person's pecuniary interest therein, if any.
(8)	Shares held directly by MGN (USA) 2016, LLC ("MGN USA 2016"). MGN USA 2016 is a member of a "group" with Mr. Katzman for purposes of Section 13(d) of the Exchange Act. MGN USA 2016 is a wholly-owned subsidiary of MGN USA, a wholly-owned subsidiary of Gazit-Globe. Mr. Katzman is the Chairman of the Board of Gazit-Globe. The reporting person disclaims beneficial ownership of such shares except to the extent of the reporting person's pecuniary interest therein, if any.
(9)	Shares owned directly by MGN America 2016, LLC ("MGN America 2016"). MGN America 2016 is a member of a "group" with Mr. Katzman for purposes of Section 13(d) of the Exchange Act. MGN America 2016 is also wholly-owned subsidiary of MGN America, which is wholly-owned by MGN USA and 1995, wholly-owned subsidiaries of Gazit-Globe. Mr. Katzman is the Chairman of the Board of Gazit-Globe. The reporting person disclaims beneficial ownership of such shares except to the extent of the reporting person's pecuniary interest therein, if any.
Remarks: On the basis of the relationship between each of Mr. Katzman and Gazit-Globe, Gazit-Globe and its controlled direct and indirect subsidiaries may be directors of the issuer by deputization for the purposes of Section 16 of the Exchange Act.

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