SEC Form 4 · accession 0001209191-18-061894
Douglas Emmett Inc · DEI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Mona Gisler
Officer — CFO
Period of report
Dec 6, 2018
Accepted (ET)
Dec 10, 2018 · 9:14 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001364250
Table I — non-derivative securities
No Table I lines on this filing.
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Long Term Incentive Plan UnitsF1,F3,F2 | $0.00 | Dec 6, 2018 | A | 9,245 | A | Dec 31, 2018 | Dec 6, 2028 | Common Stock | 9,245 | 9,245 | D |
Explanation of responses
- F1Long term incentive plan units ("LTIP Units") in Douglas Emmett Properties, LP, a DE limited partnership (the "Operating Partnership") granted pursuant to the 2016 Omnibus Stock Incentive Plan of Douglas Emmett, Inc. ("Issuer"). Issuer is the sole stockholder of the general partner of the Operating Partnership. Upon vesting, each LTIP Unit can be converted into one partnership common unit ("OP Unit") of the Operating Partnership, which is ultimately exchangeable into common stock of Issuer, only, if applicable, after a specified percentage increase in Gross Asset Values of the assets of the Operating Partnership. LTIP Units not converted into OP Units within 10 years of the grant date will be forfeited. Upon the occurrence of certain events, OP Units are redeemable by the holder, without consideration, for an equivalent number of shares of Issuer's common stock or for the cash value of such shares, at Issuer's election.
- F2LTIP Units vest 35.90% on December 31, 2018. The balance of 64.10% of LTIP Units reported herein vest in equal installments on December 31, 2019, 2020 and 2021.
- F3In addition to LTIP Units reported herein, Reporting Person owns 5,469 LTIP Units and 6,815 LTIP Units granted respectively in 2016 and 2017 pursuant to Issuer's 2016 Omnibus Stock Incentive Plan, and 28,481 LTIP Units granted pursuant to Issuer's 2006 Omnibus Stock Incentive Plan, as amended. Reporting Person also owns 10,705 OP Units.