-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, KSdDRzSFK7HGlXWFEyc4ouZ0z+lJrNkRLnwcpvW7v5f8ibmkKxRiOGUPW2Hgluee ZwqbgJev6tVqDxKlVUiU3A== 0001209191-06-007335.txt : 20060202 0001209191-06-007335.hdr.sgml : 20060202 20060202194036 ACCESSION NUMBER: 0001209191-06-007335 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20060131 FILED AS OF DATE: 20060202 DATE AS OF CHANGE: 20060202 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: MOGHADAM HAMID R CENTRAL INDEX KEY: 0001202548 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-13545 FILM NUMBER: 06575214 MAIL ADDRESS: STREET 1: 999 THIRD AVE STE 2300 CITY: SEATTLE STATE: WA ZIP: 98104-4096 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: AMB PROPERTY CORP CENTRAL INDEX KEY: 0001045609 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 943281941 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: PIER 1 BAY 1 CITY: SAN FRANCISCO STATE: CA ZIP: 94111 BUSINESS PHONE: 4153949000 MAIL ADDRESS: STREET 1: PIER 1 BAY 1 CITY: SAN FRANCISCO STATE: CA ZIP: 94111 4 1 doc4.xml FORM 4 SUBMISSION X0202 4 2006-01-31 0 0001045609 AMB PROPERTY CORP AMB 0001202548 MOGHADAM HAMID R C/O AMB PROPERTY CORPORATION PIER 1, BAY 1 SAN FRANCISCO CA 94111 1 1 0 0 Chairman & CEO Common Stock 2006-01-31 4 M 0 175620 21.625 A 2307607 D Common Stock 2006-01-31 4 F 0 72754 52.20 D 2234853 D Common Stock 2006-01-31 4 D 0 102866 D 2131987 D Stock Units 2006-01-31 4 A 0 102866 A 2234853 I Rabbi Trust Common Stock 2006-01-31 4 M 0 252486 21.625 A 2487339 D Common Stock 2006-01-31 4 F 0 104597 52.20 D 2382742 D Common Stock 2006-01-31 4 D 0 147889 D 2234853 D Stock Units 2006-01-31 4 A 0 147889 A 2382742 I Rabbi Trust Stock Option (Right to Purchase) 21.625 2006-01-31 4 M 0 175620 D 2008-12-15 Common Stock 175620 2931573 D Stock Option (Right to Purchase) 21.625 2006-01-31 4 M 0 252486 D 2008-12-15 Common Stock 252486 2697087 D Reporting person elected to defer the gains from the stock option exercise reported on this Form 4 into the Amended and Restated AMB Nonqualified Deferred Compensation Plan (the "Plan"). In connection with this election, reporting person exercised the option via a stock-for-stock exercise. Shares of common stock with an aggregate value equal to the resulting gain were then deferred into the Plan, and reporting person's account was credited with a corresponding number of stock units, each of which represents the reporting person's right to receive a share of AMB common stock upon distribution of his account. Distribution will occur upon retirement, death, other termination of employment or disability, upon AMB's change of control or on such other date as the reporting person elects. These shares were exchanged with AMB in a stock-for-stock swap to pay for the aggregate exercise price of the options ($3,797,782.50) pursuant to the Plan. Solely a change in the form of beneficial ownership. Not applicable. The stock units are held indirectly through a rabbi trust pursuant to the Plan. These shares were exchanged with AMB in a stock-for-stock swap to pay for the aggregate exercise price of the options ($5,460,009.75) pursuant to the Plan. Of the 2,382,742 securities beneficially owned, 61,223 shares are directly owned (D), 1,522,108 securities are indirectly held (I) through a Trust FBO reporting person with reporting person and spouse as sole trustees, 131,776 securities are indirectly held (I) through the HRM Trust 1997, U/A/D June 17, 1997 and 667,635 securities are indirectly held (I) through a rabbi trust pursuant to the Amended and Restated AMB Nonqualifed and Deferred Compensation Plan. The shares subject to the option vested fully on the date of grant, December 15, 1998. One-third of the shares subject to the option vest and become exerciseable annually on December 31. The shares vested fully on December 31, 2001. /s/ Tamra Browne pursuant to a power of attorney dated 01/14/2003 2006-02-02 -----END PRIVACY-ENHANCED MESSAGE-----