Form 4

-----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, Qniv5jrmG9bywDGOUTBmtfmjT7FQwBStSMb0KROq/XSJXWIaBN4hrEsbINJ9h96m J1l+3RqB5/T7Wf4Kd2g7CA== 0001024268-03-000002.txt : 20030220 0001024268-03-000002.hdr.sgml : 20030220 20030220160026 ACCESSION NUMBER: 0001024268-03-000002 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20030219 FILED AS OF DATE: 20030220 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: DUKE REALTY CORP CENTRAL INDEX KEY: 0000783280 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 351740409 STATE OF INCORPORATION: IN FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-09044 FILM NUMBER: 03574487 BUSINESS ADDRESS: STREET 1: 600 EAST 96TH STREET STREET 2: STE 100 CITY: INDIANAPOLIS STATE: IN ZIP: 46240 BUSINESS PHONE: 3178086000 MAIL ADDRESS: STREET 1: 600 EAST 96TH STREET STREET 2: STE 100 CITY: INDIANAPOLIS STATE: IN ZIP: 46240 FORMER COMPANY: FORMER CONFORMED NAME: DUKE REALTY INVESTMENTS INC DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: DUKE WEEKS REALTY CORP DATE OF NAME CHANGE: 19990716 REPORTING-OWNER: COMPANY DATA: COMPANY CONFORMED NAME: OKLAK DENNIS D CENTRAL INDEX KEY: 0001024268 RELATIONSHIP: OFFICER FILING VALUES: FORM TYPE: 4 BUSINESS ADDRESS: STREET 1: DUKE REALTY INVESTMENTS INC STREET 2: 8888 KEYSTONE CROSSING STE 1200 CITY: INDIANAPOLIS STATE: IN ZIP: 46240 BUSINESS PHONE: 3175758888 MAIL ADDRESS: STREET 1: C/O DUKE REALTY INESTMENTS INC STREET 2: 8888 KEYSTONE CROSSING STE 1200 CITY: INDIANAPOLIS STATE: IN ZIP: 46240 4 1 edgar.htm 4 Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

OMB APPROVAL

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

OMB Number: 3235-0287
Expires: January 31, 2005
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hours per response. . .0.5

Filed By
Romeo and Dye's
Section 16 Filer
www.section16.net

1. Name and Address of Reporting Person* Oklak, Dennis D.	2. Issuer Name and Ticker or Trading Symbol Duke Realty Corporation (DRE)		6. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director 10% Owner X Officer (give title below) Other (specify below) President and Chief Operating Officer
(Last) (First) (Middle) 600 E. 96th Street, Suite 100	3. I.R.S. Identification Number of Reporting Person, if an entity (voluntary)	4. Statement for Month/Day/Year 2/19/03
(Street) Indianapolis,, IN 46240		5. If Amendment, Date of Original (Month/Day/Year)	7. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person Form filed by More than One Reporting Person
(City) (State) (Zip)	Table I — Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1. Title of Security (Instr. 3)	2. Trans- action Date (Month/ Day/ Year)	2A. Deemed Execution Date, if any (Month/Day/ Year)	3. Trans- action Code (Instr. 8)		4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 & 5)			5. Amount of Securities Beneficially Owned Follow- ing Reported Transactions(s) (Instr. 3 & 4)	6. Owner- ship Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Trans- action Date (Month/ Day/ Year)	2A. Deemed Execution Date, if any (Month/Day/ Year)	Code	V	Amount	(A) or (D)	Price		6. Owner- ship Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock								80,853	D
Common Stock								3,990	I	By 401(K) Plan

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number

FORM 4 (continued)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security

(Instr. 3)

2. Conver-
sion or
Exercise
Price of Derivative Security

3. Trans-
action Date

(Month/
Day/
Year)

3A. Deemed
Execution
Date,
if any
(Month/
Day/
Year)

4. Trans-
action
Code

(Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D)

(Instr. 3, 4 & 5)

6. Date Exercisable
and Expiration
Date
(Month/Day/
Year)

7. Title and Amount of Underlying Securities
(Instr. 3 & 4)

8. Price of Derivative Security
(Instr. 5)

9. Number of
Derivative
Securities
Beneficially
Owned
Following
Reported Transaction(s)
(Instr. 4)

10. Owner-
ship Form
of Deriv-
ative
Security:
Direct (D)
or Indirect (I)
(Instr. 4)

11. Nature of Indirect Beneficial Ownership
(Instr. 4)

Code

(A)

(D)

Date Exer-cisable

Expira-
tion
Date

Title

Amount or Number of
Shares

Employee Stock Options-Right to Buy⁽¹⁾

$11.8750

10/4/94

10/4/03

Common Stock

17,000

Employee Stock Options-Right to Buy⁽²⁾

$12.9375

1/25/96

1/25/05

Common Stock

15,000

Employee Stock Options-Right to Buy⁽³⁾

$19.4375

1/29/98

1/29/07

Common Stock

7,096

Employee Stock Options-Right to Buy⁽⁴⁾

$24.2500

1/28/99

1/28/08

Common Stock

14,220

Employee Stock Options-Right to Buy⁽⁵⁾

$23.0625

1/26/00

1/26/09

Common Stock

19,936

Employee Stock Options-Right to Buy⁽⁶⁾

$20.0000

1/25/01

1/25/10

Common Stock

28,736

Employee Stock Options-Right to Buy⁽⁷⁾

$24.9800

1/31/02

1/31/11

Common Stock

25,308

Employee Stock Options-Right to Buy⁽⁸⁾

$23.3500

1/30/03

1/30/12

Common Stock

27,074

Employee Stock Options-Right to Buy⁽⁹⁾

$25.4200

2/19/03

34,184

2/19/04

2/19/13

Common Stock

34,184

Phantom Stock Units⁽¹⁰⁾

1 for 1

⁽¹⁰⁾

None

Common Stock

5,389

Phantom Stock Units⁽¹¹⁾

1 for 1

⁽¹¹⁾

None

Common Stock

4,511

Explanation of Responses:

(1) The Stock Options vested at 20% per year and were fully vested on 10/4/98.
(2) The Stock Options vested at 20% per year and were fully vested on 1/25/00.
(3) The Stock Options vested at 20% per year and were fully vested on 1/29/02.
(4) The Stock Options vested at 20% per year and were fully vested on 1/28/03.
(5) The Stock Options vest at 20% per year and will be fully vested on 1/26/04.
(6) The Stock Options vest at 20% per year and will be fully vested on 1/25/05.
(7) The Stock Options vest at 20% per year and will be fully vested on 1/31/06.
(8) The Stock Options vest at 20% per year and will be fully vested on 1/30/07.
(9) The Stock Options vest at 20% per year and will be fully vested on 2/19/08.
(10) Represents phantom stock units accrued under the Executive Deferred Compensation Plan of Duke Realty Services Limited Partnership. The units are to be settled in cash upon the Reporting Person's termination of employment.
(11) Represents phantom stock units vested under the 2000 Performance Share Plan of Duke Realty Corporation. The units are to be settled in cash upon the Reporting Person's termination of employment.

By: /s/ James R. Windmiller
Dennis D. Oklak by James R. Windmiller per POA prev. filed
**Signature of Reporting Person

February 20, 2003
Date

**Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

Note: File three copies of this Form, one of which must be manually signed.
If space is insufficient, See Instruction 6 for procedure.

Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

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