-----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, PBsUYzwNXqVwI8St+ZxAF5iVpzIjgle/HNmoeJSOWy/xhVWGAieLxWO8XY74Zu03 g5+zxgdXrZijYlV7vefQNQ== 0001127602-08-010973.txt : 20081211 0001127602-08-010973.hdr.sgml : 20081211 20081211181635 ACCESSION NUMBER: 0001127602-08-010973 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20081209 FILED AS OF DATE: 20081211 DATE AS OF CHANGE: 20081211 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: 191 PEACHTREE STREET N.E. STREET 2: SUITE 3600 CITY: ATLANTA STATE: GA ZIP: 30303-1740 BUSINESS PHONE: 404-407-1000 MAIL ADDRESS: STREET 1: 191 PEACHTREE STREET N.E. STREET 2: SUITE 3600 CITY: ATLANTA STATE: GA ZIP: 30303-1740 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: 081244479 MAIL ADDRESS: STREET 1: 2500 WINDY RIDGE PARKWAY STREET 2: SUITE 1600 CITY: ATLANTA STATE: GA ZIP: 30339 4 1 form4.xml PRIMARY DOCUMENT X0303 4 2008-12-09 0000025232 COUSINS PROPERTIES INC CUZ 0001232171 FLEMING JAMES A 191 PEACHTREE STREET SUITE 3600 ATLANTA GA 30303 1 EVP and CFO Common Stock 2008-12-09 4 F 0 932 12.63 D 20864 D Common Stock 2008-12-09 4 M 0 233 0 A 21097 D Common Stock 2008-12-09 4 D 0 233 12.63 D 20864 D Common Stock 2008-12-11 4 M 0 1373 0 A 22237 D Common Stock 2008-12-11 4 D 0 1373 11.17 D 20864 D Common Stock 4774 I By Profit Sharing Plan Phantom Stock 2008-12-09 4 M 0 233 D 2006-12-09 2009-12-09 Common Stock 233 234 D Phantom Stock 2008-12-11 4 M 0 1373 D 2007-12-11 2010-12-11 Common Stock 1373 2746 D Includes 3,903 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. Restricted stock units were granted under the Cousins Properties Incorporated 2005 Restricted Stock Unit Plan (the 2005 RSU Plan) and have vested as to 25% of the total units granted. As required under the 2005 RSU Plan, the vested units were settled for cash from CPI. Each restricted stock unit is the economic equivalent of one share of CPI common stock. 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. /s/ James A. Fleming 2008-12-11 -----END PRIVACY-ENHANCED MESSAGE-----