SEC Form 4 · accession 0001209191-17-009800
Douglas Emmett Inc · DEI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Jordan L Kaplan
Officer — Chief Exec Officer, President · Director
Period of report
Feb 8, 2017
Accepted (ET)
Feb 10, 2017 · 9:07 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 | 1,358,696 | $11.42 | A | 4,115,391 | D | |
| Common Stock | Feb 8, 2017 | M | 525,763 | $15.05 | A | 4,641,154 | D | |
| Common Stock | Feb 8, 2017 | F | 1,269,189 | $38.68 | D | 3,371,965 | D | |
| Common Stock | Feb 8, 2017 | G | 639,375 | $0.00 | D | 2,732,590 | D |
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)F1 | $11.42 | Feb 8, 2017 | M | 1,358,696 | D | Jan 12, 2009 | Dec 31, 2018 | Common Stock | 1,358,696 | 0 | D |
| Employee Stock Options (right to buy)F1,F2 | $15.05 | Feb 8, 2017 | M | 525,763 | D | Jan 19, 2010 | Dec 31, 2019 | Common Stock | 525,763 | 0 | D |
Explanation of responses
- F1Employee stock options (right to buy) ("Options") granted pursuant to Issuer's 2006 Omnibus Stock Incentive Plan, as amended.
- F2Reporting Person also owns (i) 7,228,100 partnership common units ("OP Units") of Douglas Emmett Partnership, LP, a Delaware limited partnership (the "Operating Partnership"); and (ii) an aggregate of 520,548 long term incentive plan units ("LTIP Units"), some of which are subject to vesting and other criteria. The LTIP Units were granted pursuant to Issuer's 2006 Omnibus Stock Incentive Plan, as amended, and Issuer's 2016 Omnibus Stock Incentive Plan. Upon the occurrence of certain events, OP Units and LTIP Units are redeemable and exchangeable, without consideration, by the holder for an equivalent number of shares of Issuer's common stock, or for the cash value of such shares, at Issuer's election. Issuer is the sole stockholder of the general partner of the Operating Partnership.