0001123292-16-002841.txt : 20161011 0001123292-16-002841.hdr.sgml : 20161011 20161011175404 ACCESSION NUMBER: 0001123292-16-002841 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20161006 FILED AS OF DATE: 20161011 DATE AS OF CHANGE: 20161011 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: PARKWAY PROPERTIES INC CENTRAL INDEX KEY: 0000729237 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 742123597 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 390 N. ORANGE AVE STE 2400 CITY: ORLANDO STATE: FL ZIP: 32801 BUSINESS PHONE: 407-650-0593 MAIL ADDRESS: STREET 1: 390 N. ORANGE AVE STE 2400 CITY: ORLANDO STATE: FL ZIP: 32801 FORMER COMPANY: FORMER CONFORMED NAME: PARKWAY CO DATE OF NAME CHANGE: 19951018 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Thomas James A CENTRAL INDEX KEY: 0001300144 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-11533 FILM NUMBER: 161932032 MAIL ADDRESS: STREET 1: C/O THOMAS PROPERTIES GROUP INC STREET 2: 515 SOUTH FLOWER STREET 6TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90071 4 1 edgar.xml PRIMARY DOCUMENT X0306 4 2016-10-06 1 0000729237 PARKWAY PROPERTIES INC NONE 0001300144 Thomas James A BANK OF AMERICA 390 NORTH ORANGE AVENUE, SUITE 2400 ORLANDO FL 32801 1 0 0 0 Common Stock 2016-10-06 4 D 0 7052 D 0 D Common Stock 2016-10-06 4 D 0 238357 D 0 I By Thomas Master Investments, LLC Common Stock 2016-10-06 4 D 0 3895 D 0 I By Rosemary Pastron Trust Common Stock 2016-10-06 4 D 0 3969 D 0 I By Otto Pastron Trust Common Stock 2016-10-06 4 D 0 474953 D 0 I By The Lumbee Clan Trust Common Stock 2016-10-06 4 D 0 42 D 0 I By Sarah Bane Trust Common Stock 2016-10-06 4 D 0 84 D 0 I By Samantha Bane Trust Common Stock 2016-10-06 4 D 0 999218 D 0 I By Thomas Investment Partners, Ltd. Common Stock 2016-10-06 4 D 0 210 D 0 I By Otto Pastron Trust CUTMA Common Stock 2016-10-06 4 D 0 76 D 0 I By 1994 Trust( Common Stock 2016-10-06 4 D 0 254691 D 0 I By Thomas-Pastron Family Partnership, L.P. Limited Voting Stock 2016-10-06 4 D 0 2235 D 0 I By Thomas Master Investments, LLC Limited Voting Stock 2016-10-06 4 D 0 1343263 D 0 I By Maguire Thomas Partners - Philadelphia, Ltd. Limited Voting Stock 2016-10-06 4 D 0 1224859 D 0 I By Thomas Investment Partners, Ltd. Limited Voting Stock 2016-10-06 4 D 0 882290 D 0 I By Maguire Thomas Partners - Commerce Square II, Ltd. Limited Voting Stock 2016-10-06 4 D 0 708147 D 0 I By The Lumbee Clan Trust Limited Voting Stock 2016-10-06 4 D 0 52310 D 0 I By Thomas Partners, Inc. OP Units 2016-10-06 4 D 0 1343263 D Common Stock 1343263 0 I By Maguire Thomas Partners - Philadelphia, Ltd. OP Units 2016-10-06 4 D 0 882290 D Common Stock 882290 0 I By Maguire Thomas Partners - Commerce Square II, Ltd. OP Units 2016-10-06 4 D 0 1224859 D Common Stock 1224859 0 I By Thomas Investment Partners, Ltd. OP Units 2016-10-06 4 D 0 708147 D Common Stock 708147 0 I By The Lumbee Clan Trust OP Units 2016-10-06 4 D 0 52310 D Common Stock 52310 0 I By Thomas Partners, Inc. OP Units 2016-10-06 4 D 0 2235 D Common Stock 2235 0 I By Thomas Master Investments, LLC Disposed of pursuant to the agreement and plan of merger, dated as of April 28, 2016 by and among the issuer, Parkway Properties LP, Cousins Properties Incorporated ("Cousins") and Clinic Sub Inc., a wholly owned subsidiary of Cousins (the "Merger Agreement"), in exchange for shares of Cousins common stock and cash in lieu of fractional shares. Disposed of pursuant to the Merger Agreement in exchange for shares of Cousins limited voting preferred stock. Securities are held by the named limited liability company, which is controlled by the reporting person. Securities are held in trust for the benefit of an immediate family member of the reporting person. The reporting person is trustee of such trust. The reporting person disclaims beneficial ownership of these securities, except to the extent of his pecuniary interest, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose. Securities are held by the Lumbee Clan Trust for which the reporting person serves as trustee and has investment authority and discretion with respect to such securities. Securities are held by the named partnership, which is controlled by the reporting person. Securities are held by the named corporation, of which the reporting person is the sole stockholder. The OP Units will no longer be a derivative security of the Company following the effective time of the merger. Pursuant to an amendment to the partnership agreement of Parkway Properties LP, immediately following the effective time of the merger, the reporting person will hold 273,690 OP Units and will receive 2,192,135 operating partnership units of Cousins Properties LP. The OP Units will no longer be a derivative security of the Company following the effective time of the merger. Pursuant to an amendment to the partnership agreement of Parkway Properties LP, immediately following the effective time of the merger, the reporting person will hold 249,565 OP Units and will receive 1,998,906 operating partnership units of Cousins Properties LP. The OP Units will no longer be a derivative security of the Company following the effective time of the merger. Pursuant to an amendment to the partnership agreement of Parkway Properties LP, immediately following the effective time of the merger, the reporting person will hold 179,767 OP Units and will receive 1,439,851operating partnership units of Cousins Properties LP. The OP Units will no longer be a derivative security of the Company following the effective time of the merger. Pursuant to an amendment to the partnership agreement of Parkway Properties LP, immediately following the effective time of the merger, the reporting person will hold 144,285 OP Units and will receive 1,155,659 operating partnership units of Cousins Properties LP. The OP Units will no longer be a derivative security of the Company following the effective time of the merger. Pursuant to an amendment to the partnership agreement of Parkway Properties LP, immediately following the effective time of the merger, the reporting person will hold 10,658 OP Units and will receive 85,367 operating partnership units of Cousins Properties LP. The OP Units will no longer be a derivative security of the Company following the effective time of the merger. Pursuant to an amendment to the partnership agreement of Parkway Properties LP, immediately following the effective time of the merger, the reporting person will hold 455 OP Units and will receive 3,647 operating partnership units of Cousins Properties LP. /s/ Jeremy R. Dorsett, on behalf of James A. Thomas, as Attorney-in-Fact 2016-10-06