0000890319-12-000133.txt : 20121228 0000890319-12-000133.hdr.sgml : 20121228 20121228133625 ACCESSION NUMBER: 0000890319-12-000133 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20121226 FILED AS OF DATE: 20121228 DATE AS OF CHANGE: 20121228 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Kieras Stephen J CENTRAL INDEX KEY: 0001319689 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-11530 FILM NUMBER: 121290105 MAIL ADDRESS: STREET 1: TAUBMAN CENTERS, INC. STREET 2: 200 E. LONG LAKE ROAD, SUITE 300 CITY: BLOOMFIELD HILLS STATE: MI ZIP: 48304 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: TAUBMAN CENTERS INC CENTRAL INDEX KEY: 0000890319 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 382933632 STATE OF INCORPORATION: MI FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 200 E LONG LAKE RD STREET 2: SUITE 300 P O BOX 200 CITY: BLOOMFIELD HILLS STATE: MI ZIP: 48303-0200 BUSINESS PHONE: 2482586800 MAIL ADDRESS: STREET 1: 200 E LONG LAKE RD STREET 2: SUITE 300 P O BOX 200 CITY: BLOOMFIELD HILLS STATE: MI ZIP: 48303-0200 4 1 wf-form4_135671977037268.xml FORM 4 X0306 4 2012-12-26 0 0000890319 TAUBMAN CENTERS INC TCO 0001319689 Kieras Stephen J TAUBMAN CENTERS, INC. 200 EAST LONG LAKE ROAD, SUITE 300 BLOOMFIELD HILLS MI 48304 0 1 0 0 Senior VP, Development Common Stock 2012-12-26 4 M 0 80000 29.38 A 114188 D Common Stock 2012-12-26 4 M 0 13095 31.31 A 127283 D Common Stock 2012-12-26 4 M 0 12875 40.39 A 140158 D Common Stock 2012-12-26 4 M 0 3976 40.25 A 144134 D Common Stock 2012-12-26 4 M 0 12076 55.90 A 156210 D Common Stock 2012-12-26 4 M 0 14413 50.65 A 170623 D Common Stock 2012-12-26 4 M 0 83037 13.83 A 253660 D Common Stock 2012-12-26 4 S 0 134918 78.45 D 118742 D Common Stock 2012-12-27 4 M 0 77484 13.83 A 196226 D Common Stock 2012-12-27 4 S 0 39770 78.58 D 156456 D Common Stock 5184 I By 401(k) Incentive Options (right to buy) 29.38 2012-12-26 4 M 0 80000 0 D 2015-03-04 Common Stock 80000.0 0 D Incentive Options (right to buy) 31.31 2012-12-26 4 M 0 13095 0 D 2015-05-18 Common Stock 13095.0 0 D Incentive Options (right to buy) 40.39 2012-12-26 4 M 0 12875 0 D 2016-03-08 Common Stock 12875.0 0 D Incentive Options (right to buy) 40.25 2012-12-26 4 M 0 3976 0 D 2016-05-15 Common Stock 3976.0 0 D Incentive Options (right to buy) 55.9 2012-12-26 4 M 0 12076 0 D 2017-03-07 Common Stock 12076.0 0 D Incentive Options (right to buy) 50.65 2012-12-26 4 M 0 14413 0 D 2018-02-27 Common Stock 14413.0 0 D Incentive Options (right to buy) 13.83 2012-12-26 4 M 0 83037 0 D 2019-03-05 Common Stock 83037.0 77484 D Incentive Options (right to buy) 13.83 2012-12-27 4 M 0 77484 0 D 2019-03-05 Common Stock 77484.0 0 D This price represents the weighted average price of the multiple transactions reported on this line. The shares were sold at prices ranging from $78 to $78.98 per share. Upon request by the SEC staff, the issuer or any security holder of the issuer, the reporting person will provide full information regarding the number of shares sold at each separate price. This price represents the weighted average price of the multiple transactions reported on this line. The shares were sold at prices ranging from $78.26 to $79.03 per share. Upon request by the SEC staff, the issuer or any security holder of the issuer, the reporting person will provide full information regarding the number of shares sold at each separate price. Includes 84 shares of the Company's common stock acquired under the 401(k) plan not previously reported and reflects shares of the Company's common stock on an as-converted basis held through a stock fund of the Company's 401(k) plan. Options were granted to the reporting person pursuant to The Taubman Realty Group Limited Partnership ("TRG") 1992 Incentive Option Plan, as amended (the "Plan"). The Company is the Managing General Partner of TRG. Options granted under the Plan are exercisable for units of limited partnership interest in TRG. Under the Company's continuing offer to employees covered by the Plan and certain other partners in TRG, each unit of limited partnership interest in TRG held by an offeree is exchangeable for one share of the Company's common stock. 53,334 of the options vested in two equal installments on March 4, 2008 and 2010, respectively, and 26,666 of the options vested on March 4 2012. The options vested in three equal installments on May 18, 2006, 2007 and 2008, respectively. 8,584 of the options vested in two equal installments on March 1, 2007 and 2008, respectively, and 4,291 of the options vested on March 1, 2009. 1,326 of the options vested on March 1, 2007 and 2,650 of the options vested in two equal installments on March 1, 2008 and 2009, respectively. 4,026 of the options vested on March 1, 2008 and 8,050 of the options vested in two equal installments on March 1, 2009 and 2010, respectively. 4,805 of the options vested on March 1, 2009 and 9,608 of the options vested in two equal installments on March 1, 2010 and 2011, respectively. Options were granted to the reporting person pursuant to the 2008 Omnibus Plan. Options granted under the 2008 Omnibus Plan are exercisable for units of limited partnership interest in The Taubman Realty Group Limited Partnership ("TRG"); the Company is the managing general partner of TRG. Under the Company's Continuing Offer to employees covered by the 2008 Omnibus Plan and certain other partners in TRG, each unit of limited partnership interest in TRG held by an offeree is exchangeable for one share of the Company's common stock. The options vested in the third quarter of 2009, upon satisfaction of the vesting condition that the closing price of the Company's common stock, as quoted on the New York Stock Exchange, is $30 or greater for ten consecutive trading days. /s/ Michael S. Ben, Attorney-in-Fact 2012-12-28