-----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, A89QPdqaviWVr1SWOQ3v3WAAuSPfATLv9e6UPSPyPGVlzC7985LF3w/Ofra3cAzb BKEhfoV1rprTMJ1Zfg1+8g== 0000025232-06-000112.txt : 20061214 0000025232-06-000112.hdr.sgml : 20061214 20061214163844 ACCESSION NUMBER: 0000025232-06-000112 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20061211 FILED AS OF DATE: 20061214 DATE AS OF CHANGE: 20061214 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: FLEMING JAMES A CENTRAL INDEX KEY: 0001232171 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-11312 FILM NUMBER: 061277557 MAIL ADDRESS: STREET 1: 2500 WINDY RIDGE PARKWAY STREET 2: SUITE 1600 CITY: ATLANTA STATE: GA ZIP: 30339 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: COUSINS PROPERTIES INC CENTRAL INDEX KEY: 0000025232 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 580869052 STATE OF INCORPORATION: GA FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 2500 WINDY RIDGE PKWY STE 1600 CITY: ATLANTA STATE: GA ZIP: 30339-5683 BUSINESS PHONE: 7709552200 MAIL ADDRESS: STREET 1: 2500 WINDY RIDGE PARKWAY STREET 2: SUITE 1600 CITY: ATLANTA STATE: GA ZIP: 30339-5683 4 1 doc.xml PRIMARY DOCUMENT X0202 4 2006-12-11 0000025232 COUSINS PROPERTIES INC CUZ 0001232171 FLEMING JAMES A 2500 WINDY RIDGE PARKWAY SUITE 1600 ATLANTA GA 30339 0 1 0 0 Executive Vice President Common Stock 2006-12-11 4 M 0 232 0 A 19415 D Common Stock 2006-12-11 4 D 0 232 36 D 19183 D Common Stock 2006-12-11 4 F 0 805 36 D 18378 D Common Stock 3376 I By Profit Sharing Plan Phantom Stock 2006-12-11 4 A 0 5492 0 A 2007-12-11 2010-12-11 Common Stock 5492 5492 D Phantom Stock 2006-12-11 4 M 0 232 0 D 2006-12-11 2009-12-09 Common Stock 232 700 D Stock Options (Right to buy) 36 2006-12-11 4 A 0 32960 0 A 2007-12-11 2016-12-11 Common Stock 32960 32960 D Restricted stock units were granted under the Cousins Properties Incorporated 2005 Restricted Stock Unit (the 2005 RSU Plan) and have vested as to 25% of the total units granted. As permitted under the 2005 RSU Plan, the reporting person settled the 232 vested units for cash from CPI. Each restricted stock unit is the economic equivalent of one share of CPI common stock. Includes 5,021 shares of restricted stock awarded under the Cousins Properties Incorporated (CPI) 1999 Incentive Stock Plan. These shares will vest 25% per year on each anniversary date of the grant, and CPI will hold these shares until such shares become vested. While the shares are being held prior to vesting, the reporting person will have the right to receive all cash dividends and to vote the restricted shares. All unvested shares will forfeit upon termination of employment. These options were granted under the 1999 Incentive Stock Plan. These options will vest 25% per year on the anniversary of the grant date, with shares being 100% vested in year 4 of the grant term. The reporting person may, as an alternative to exercising the stock option right to purchase CPI stock, elect to exercise the related Stock Appreciation Right (SAR). The exercise of the SAR allows the reporting person to receive the number of whole shares of CPI stock equal to the difference between the fair market value of the stock on the date of exercise and the option price. Shares held by the reporting person as beneficiary in the Company's Profit Sharing Plan. Award of restricted stock units under the 2005 RSU Plan. Each unit represents a right to receive a payment in cash equal to the fair market value of one share of CPI's common stock as of the date payment is due under the plan. These units will vest 25% per year on each anniversary date of the grant, with units being 100% vested in year 4 of the grant term. While the shares are being held prior to vesting, the reporting person will have the right to receive all cash dividends but will not have shareholder rights. All unvested shares will forfeit upon termination of employment. Shares withheld from the vesting of restricted stock to pay the reporting person's tax liability as permitted under the 1999 Incentive Stock Plan. James A. Fleming 2006-12-14 -----END PRIVACY-ENHANCED MESSAGE-----