SEC Form 4 · accession 0001140361-17-034177
PS BUSINESS PARKS INC/CA · PSB
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Ronald L Havner Jr.
Director
Period of report
Aug 31, 2017
Accepted (ET)
Sep 1, 2017 · 5:06 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000866368
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Aug 31, 2017 | M | 2,068 | $55.89 | A | 2,068 | D | |
| Common StockF1 | Aug 31, 2017 | M | 2,068 | $42.40 | A | 4,136 | D | |
| Common StockF2 | Aug 31, 2017 | S | 4,136 | $134.8227 | D | 0 | D | |
| Common StockF3,F4 | Aug 31, 2017 | S | 1,500 | $135.0627 | D | 0 | I | By IRA |
| Common StockF5,F6 | Aug 31, 2017 | S | 2,500 | $135.0474 | D | 0 | I | By IRA |
| Common StockF7 | holding | — | — | — | 190,584 | I | By Trust | |
| Common StockF8 | holding | — | — | — | 4,000 | I | By Foundation |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (right to buy)F9,F10 | $55.89 | Aug 31, 2017 | M | 2,068 | D | May 5, 2009 | May 5, 2018 | Common Stock | 2,068 | 0 | D |
| Stock Option (right to buy)F9,F11 | $42.40 | Aug 31, 2017 | M | 2,068 | D | May 4, 2010 | May 4, 2019 | Common Stock | 2,068 | 0 | D |
Explanation of responses
- F1On December 15, 2014, PSB declared a special dividend, payable on December 30, 2014. As a result, pursuant to anti-dilution provisions of PSB's 2003 Stock Option and Incentive Plan, an option for 2,000 shares of common stock held by the reporting person on December 30, 2014 became exercisable for an additional 68 shares of common stock.
- F10This option was previously reported as an option for 2,000 shares of common stock at an exercise price of $57.79, but was adjusted to reflect the special dividend declared by PSB on December 15, 2014.
- F11This option was previously reported as an option for 2,000 shares of common stock at an exercise price of $43.84, but was adjusted to reflect the special dividend declared by PSB on December 15, 2014.
- F2Represents weighted average sale price. These shares were sold at prices ranging between $134.60 and $135.07. Full information regarding the number of shares sold at each separate price will be provided by the reporting person upon request to the staff of the Securities and Exchange Commission, the issuer, or a security holder of the issuer.
- F3Represents weighted average sale price. These shares were sold at prices ranging between $135.00 and $135.13. Full information regarding the number of shares sold at each separate price will be provided by the reporting person upon request to the staff of the Securities and Exchange Commission, the issuer, or a security holder of the issuer.
- F4By a custodian of an IRA for benefit of the reporting person.
- F5Represents weighted average sale price. These shares were sold at prices ranging between $135.00 and $135.1650. Full information regarding the number of shares sold at each separate price will be provided by the reporting person upon request to the staff of the Securities and Exchange Commission, the issuer, or a security holder of the issuer.
- F6By a custodian of an IRA for benefit of the reporting person's wife.
- F7By Havner Family Trust of which the reporting person and his spouse are trustees.
- F8Shares owned by the Havner Family Foundation, of which Mr. Havner and his wife are co-trustees, but with respect to which Mr. and Mrs. Havner disclaim any beneficial interest.
- F9Stock Option granted pursuant to the 2003 Stock Option and Incentive Plan. The Options vests in five (5) equal annual installments beginning one (1) year from the date of grant.