SEC Form 4 · accession 0001209191-17-009797
Douglas Emmett Inc · DEI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Dan A Emmett
Officer — Chairman of the Board · Director
Period of report
Feb 8, 2017
Accepted (ET)
Feb 10, 2017 · 9:04 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001364250
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Feb 8, 2017 | M | 54,348 | $11.42 | A | 1,755,613 | I | See footnote 1. |
| Common Stock | Feb 8, 2017 | M | 15,773 | $15.05 | A | 1,771,386 | I | See footnote 1. |
| Common StockF1 | Feb 8, 2017 | F | 43,583 | $38.68 | D | 1,727,803 | I | See footnote 1. |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Employee Stock Options (right to buy)F2 | $11.42 | Feb 8, 2017 | M | 54,348 | D | Jan 12, 2009 | Dec 31, 2018 | Common Stock | 54,348 | 0 | I |
| Employee Stock Options (right to buy)F2,F3 | $15.05 | Feb 8, 2017 | M | 15,773 | D | Jan 19, 2010 | Dec 31, 2019 | Common Stock | 15,773 | 0 | I |
Explanation of responses
- F1Shares beneficially owned include (i) an aggregate of 1,655,803 Shares owned by the Dan A. Emmett Revocable Trust and a community property trust with Reporting Person's spouse, and (ii) 72,000 Shares owned by certain trusts f/b/o Reporting Person's children of which Reporting Person is a trustee with voting and investment power but disclaims beneficial ownership.
- F2Employee stock options (right to buy) ("Options") granted pursuant to Issuer's 2006 Omnibus Stock Incentive Plan, as amended.
- F3Derivative securities beneficially owned include (i) 4,057,770 partnership common units ("OP Units") of Douglas Emmett Properties, Ltd, a DE limited partnership (the "Operating Partnership"), including 810,126 OP Units held by trusts f/b/o Reporting Person's spouse and children of which Reporting Person disclaims beneficial ownership, except to the extent of his pecuniary interest therein; (ii) 6,689 long term incentive plan units ("LTIP Units") granted pursuant to Issuer's 2006 Omnibus Stock Incentive Plan, as amended; and (iii) 3,256 LTIP Units granted pursuant to Issuer's 2016 Omnibus Stock Incentive Plan. Issuer is the sole stockholder of the general partner of the Operating Partnership.