SEC Form 4 · accession 0001229384-18-000002
APARTMENT INVESTMENT & MANAGEMENT CO · AIV
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Terry Considine
Officer — Chairman & CEO · Director
Period of report
Dec 26, 2017
Accepted (ET)
Jan 4, 2018 · 7:11 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000922864
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common StockF1,F2,F3,F4,F5,F6,F7 | Dec 26, 2017 | G | 32,000 | $0.00 | D | 204,338 | D | |
| Class A Common StockF9,F8 | Dec 26, 2017 | G | 32,000 | $0.00 | D | 33,695 | I | See footnote |
| Class A Common StockF8 | holding | — | — | — | 65,695 | I | See footnote |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Taking into account the transactions reported on this form, Mr. Considine has an overall equity stake in the company of 3,985,625 shares, partnership units, and options, the details of which are more fully described in footnotes 4, 5, 6, and 7 below.
- F2Shares gifted to reporting person's spouse, for which the reporting person disclaims beneficial ownership except to the extent of his pecuniary interest therein.
- F3Taking into account the transactions reported on this form, in addition to the reporting person's overall equity stake in the company, 165,689 shares are held by a tax exempt organization under 501(c)(3) of the Internal Revenue Code, for which the reporting person disclaims beneficial ownership.
- F4In addition to the 204,338 shares held directly, the reporting person holds 274,027 shares of performance-based restricted stock. Upon conclusion of the various performance periods and depending on the results thereof, the reporting person may vest in all, some or none of the performance-based restricted stock.
- F5In addition to the 204,338 shares held directly, the reporting person holds 850,185 common partnership units in AIMCO Properties, L.P. ("OP Units"). The 850,185 OP Units include 510,452 OP Units held directly by the reporting person, 179,735 OP Units held by an entity in which the reporting person has sole voting and investment power, 2,300 OP Units held by Titahotwo Limited Partnership RLLLP ("Titahotwo"), a registered limited liability limited partnership for which the reporting person serves as the general partner and holds a 0.5% ownership interest, and 157,698 OP Units held by the reporting person's spouse, for which the reporting person disclaims beneficial ownership except to the extent of his pecuniary interest therein. Titahotwo also holds 1,589,372 Class I High Performance Units in AIMCO Properties, L.P.
- F6In addition to the 204,338 shares held directly, the reporting person holds 90,982 unvested partnership units, the vesting of which are subject to certain performance criteria. Upon conclusion of the performance period and depending on the results thereof, the reporting person may vest in all, some or none of the performance-based partnership units.
- F7In addition to the 204,338 shares held directly, the reporting person holds 976,721 stock options, 119,265 of which are vested and exercisable and 857,456 of which are subject to certain vesting conditions. Of the unvested stock options, the vesting of 738,191 are subject to certain performance criteria. Upon conclusion of the performance period and depending on the results thereof, the reporting person may vest in all, some or none of performance-based stock options.
- F8Held by the reporting person's spouse, for which the reporting person disclaims beneficial ownership except to the extent of his pecuniary interest therein.
- F9Charitable gift to 501c3 organization.