-----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, HTz2wPx/HWuhsj/jopCn3ik6yfgmrSvKEiTMHi9mihhzCUeGJIzD8DthwGR3CztE lx4BPT7uBALSrU8Q96WWTw== 0001127602-09-025217.txt : 20091215 0001127602-09-025217.hdr.sgml : 20091215 20091215163653 ACCESSION NUMBER: 0001127602-09-025217 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20091211 FILED AS OF DATE: 20091215 DATE AS OF CHANGE: 20091215 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: 091242084 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: 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 4 1 form4.xml PRIMARY DOCUMENT X0303 4 2009-12-11 0000025232 COUSINS PROPERTIES INC CUZ 0001232171 FLEMING JAMES A 191 PEACHTREE STREET SUITE 3600 ATLANTA GA 30303 1 EVP and CFO Common Stock 2009-12-11 4 M 0 1373 0 A 22345 D Common Stock 2009-12-11 4 D 0 1373 7.48 D 20972 D Common Stock 2009-12-11 4 A 0 170 7.2733 A 21142 D Common Stock 2009-12-11 4 A 0 38 7.2733 A 4953 I By Profit Sharing Plan Phantom Stock 2009-12-11 4 M 0 1373 0 D 2007-12-11 2010-12-11 Common Stock 1373 1373 D 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. Includes 2,112 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. Shares of common stock acquired as a result of the elective stock dividend paid on December 11, 2009. Shareholders elected, pursuant to the terms of the Prospectus Supplement filed November 5, 2009 ("Supplement"), to receive the dividend in all or partial stock. If all stock was elected, shareholders received their entire dividend in stock. If partial stock was elected, shareholders received approximately $0.0575 of the $0.09 dividend in stock. The value of the shares distributed is $7.2733 per share which were valued at the average closing price on December 1, 2, and 3, 2009 pursuant to the terms of the Supplement. 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. /s/ James A. Fleming 2009-12-15 -----END PRIVACY-ENHANCED MESSAGE-----