SEC Form 4 · accession 0000729237-16-000108
PARKWAY PROPERTIES INC · PKY
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
James R Heistand
Officer — PRESIDENT & CEO
Period of report
Feb 18, 2016
Accepted (ET)
Feb 22, 2016 · 5:34 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000729237
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Feb 18, 2016 | A | 45,600 | — | A | 1,492,904 | D | |
| Common StockF3 | holding | — | — | — | 29,916 | I | ACP Laurich Partnership, Ltd. | |
| Common StockF3 | holding | — | — | — | 45,000 | I | ACP-JRL Partnership, Ltd., a family limited partnership |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| LTIP UnitsF4 | — | Feb 18, 2016 | A | 68,400 | A | — | — | Common OP Units | 68,400 | 68,400 | D |
Explanation of responses
- F1Represents time-based RSU awards that will vest 25% on each of the first, second, third and fourth anniversaries of the grant date, subject to the executive's continued employment with the Company.
- F2Includes an additional 3,600 shares acquired by the Reporting Person's participation in the Company's Employee Stock Purchase Plan and as a result of the reinvestment of dividends pursuant to the Company's Employee Stock Purchase Plan and the Company's Dividend Reinvestment Plan. These transactions are exempt from Section 16(a) of the Securities and Exchange Act pursuant to Rule 16a-3(f)(1)(i)(B) and Rule 16a-11, respectively.
- F3The Reporting Person disclaims beneficial owership of these securities, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.
- F4Represents performance-based LTIP units that will vest based on the attainment of targets for total return to stockholders during the performance period running from February 18, 2016 to February 17, 2019, subject to the executive's continued employment with the Company. Subject to the satisfaction of the vesting requirements and certain restrictions set forth in the limited partnership agreement of Parkway Properties LP, each LTIP unit may be converted, at the election of the executive or the Company, into an OP unit. Each OP unit acquired upon conversion of an LTIP unit may be redeemed, at the election of the executive, for cash equal to the then fair market value of a share of common stock, except that the Company may, at its election, acquire each OP unit so presented for redemption for one share of common stock.