0001209191-17-005214.txt : 20170123
0001209191-17-005214.hdr.sgml : 20170123
20170123203232
ACCESSION NUMBER: 0001209191-17-005214
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20170119
FILED AS OF DATE: 20170123
DATE AS OF CHANGE: 20170123
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Douglas Emmett Inc
CENTRAL INDEX KEY: 0001364250
STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798]
IRS NUMBER: 203073047
STATE OF INCORPORATION: MD
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 808 WILSHIRE BLVD., SUITE 200
CITY: SANTA MONICA
STATE: CA
ZIP: 90401
BUSINESS PHONE: 310-255-7700
MAIL ADDRESS:
STREET 1: 808 WILSHIRE BLVD., SUITE 200
CITY: SANTA MONICA
STATE: CA
ZIP: 90401
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Emmett Dan A
CENTRAL INDEX KEY: 0001378407
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-33106
FILM NUMBER: 17542341
MAIL ADDRESS:
STREET 1: DOUGLAS EMMETT INC.
STREET 2: 808 WILSHIRE BOULEVARD, SUITE 200
CITY: SANTA MONICA
STATE: CA
ZIP: 90401
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2017-01-19
0
0001364250
Douglas Emmett Inc
DEI
0001378407
Emmett Dan A
808 WILSHIRE BOULEVARD
SUITE 200
SANTA MONICA
CA
90401
1
1
0
0
Chairman of the Board
Common Stock
2017-01-19
4
J
0
300000
0.00
A
1801265
I
See footnote 6.
Common Stock
2017-01-19
4
S
0
100000
37.1583
D
1701265
I
See footnote 6.
Partnership Common Units
0.00
2017-01-19
4
J
0
300000
0.00
D
Common Stock
300000
4057770
I
See footnote 10.
Common stock ("Common Stock") of Issuer acquired by the Dan A. Emmett Revocable Trust (the "Trust") upon redemption and exchange of partnership common units ("OP Units") of Douglas Emmett Properties, LP, a Delaware limited partnership (the "Operating Partnership"). Upon the occurrence of certain events, OP Units are redeemable and may be exchanged without consideration, by the holder, for an equivalent number of shares ("Shares") of Common Stock or for the cash value of such Shares, at Issuer's option. Issuer is the sole stockholder of the general partner of the Operating Partnership.
The sales reported herein were effected pursuant to a Rule 10b5-1 trading plan entered into by the Trust as of November 23, 2016.
The aggregate number of Shares sold by the Trust on the same day at different prices.
Represents the weighted average sales price. The Shares were sold at prices ranging from $36.93 to $37.335 per share. Full information regarding the number of Shares sold at each price shall be provided to the Securities and Exchange Commission Staff, Issuer or any security holder, upon request.
Following the sales reported herein, Reporting Person continues to beneficially own 5,768,980 Common Stock equivalents, including Common Stock of Issuer, OP Units of the Operating Partnership, and long term incentive plan units ("LTIP Units") of the Operating Partnership. Upon vesting and certain additional criteria, each LTIP Unit can be converted into one OP Unit. Upon the occurrence of certain events, OP Units are redeemable by the holder, without consideration, for an equivalent number of Shares or for the cash value of such Shares, at Issuer's option.
Shares beneficially owned include (i) an aggregate of 1,629,265 Shares owned by the Trust and a community property trust with Reporting Person's spouse, and (ii) 72,000 Shares owned by certain trusts f/b/o Reporting Person's children of which Reporting Person is a trustee with voting and investment power but disclaims beneficial ownership. Derivative securities beneficially owned include (i) 4,057,770 OP Units, including 810,126 OP Units held by trusts f/b/o Reporting Person's spouse and children (the "Trusts") of which Reporting Person disclaims beneficial ownership, except to the extent of his pecuniary interest therein; (ii) 6,689 LTIP Units and 70,121 stock options granted pursuant to Issuer's 2006 Omnibus Stock Incentive Plan, as amended; and (iii) 3,256 LTIP Units granted pursuant to Issuer's 2016 Omnibus Stock Incentive Plan.
Upon the occurrence of certain events, OP Units are redeemable and may be exchanged, without consideration, by the holder for an equivalent number of Shares or for the cash value of such Shares, at Issuer's option.
OP Units of the Operating Partnership tendered by the Trust for redemption and exchange in accordance with the terms of the Limited Partnership Agreement of the Operating Partnership.
Not applicable.
Reporting Person's beneficial ownership includes (i) 810,126 OP Units held by the Trusts of which Reporting Person is a trustee, (ii) 70,121 stock options and 6,689 LTIP Units granted under Issuer's 2006 Omnibus Stock Incentive Plan, as amended, and (iii) 3,256 LTIP Units granted under Issuer's 2016 Omnibus Stock Incentive Plan. Reporting Person disclaims beneficial ownership of OP Units held by the Trusts, except to the extent of his pecuniary interest, if any, therein.
/s/ Ben D. Orlanski by PA for Dan A. Emmett
2017-01-23