-----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, TTXCZWxBuFbglovepegQVFx1BlOs+MkdADmNrDUsyQfuRFly3ITvf6o3+jeAlvLA 2jhBEoqSMsjRP8oEhqsGeg== 0000950134-08-005002.txt : 20080318 0000950134-08-005002.hdr.sgml : 20080318 20080318164129 ACCESSION NUMBER: 0000950134-08-005002 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20080314 ITEM INFORMATION: Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20080318 DATE AS OF CHANGE: 20080318 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CAMDEN PROPERTY TRUST CENTRAL INDEX KEY: 0000906345 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 766088377 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-12110 FILM NUMBER: 08696799 BUSINESS ADDRESS: STREET 1: 3 GREENWAY PLAZA STREET 2: SUITE 1300 CITY: HOUSTON STATE: TX ZIP: 77046 BUSINESS PHONE: 7133542500 MAIL ADDRESS: STREET 1: 3 GREENWAY PLAZA STREET 2: SUITE 1300 CITY: HOUSTON STATE: TX ZIP: 77046 8-K 1 d55020e8vk.htm FORM 8-K e8vk
 

 
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of report (Date of earliest event reported): March 14, 2008
CAMDEN PROPERTY TRUST
(Exact name of Registrant as Specified in Charter)
         
Texas   1-12110   76-6088377
(State or Other Jurisdiction of   (Commission File Number)   (I.R.S. Employer
Incorporation)       Identification Number)
Three Greenway Plaza, Suite 1300, Houston, Texas 77046
(Address of Principal Executive Offices) (Zip Code)
Registrant’s telephone number, including area code: (713) 354-2500
Not applicable
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
o   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
o   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
o   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
o   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 

 


 

Item 5.02   Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
     Effective March 14, 2008, Camden Property Trust (the “Company”) appointed D. Keith Oden as President. Prior to this time, Mr. Oden served as President and Chief Operating Officer of the Company. Also effective March 14, 2008, the Company appointed H. Malcolm Stewart as Chief Operating Officer. Prior to this time, Mr. Stewart served as Executive Vice President-Real Estate Investments and Chief Investment Officer of the Company.
Item 9.01. Financial Statements and Exhibits.
(c)   Exhibits.
     
Exhibit    
Number   Title
 
   
99.1
  Second Amendment to Second Amended and Restated Employment Agreement, dated as of March 14, 2008, between Camden Property Trust and D. Keith Oden.
 
   
99.2
  Second Amendment to Employment Agreement, dated as of March 14, 2008, between the Company and H. Malcolm Stewart.

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SIGNATURES
     Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: March 17, 2008
         
  CAMDEN PROPERTY TRUST
 
 
  By:   /s/ Michael P. Gallagher    
    Michael P. Gallagher   
    Vice President - Chief Accounting Officer   

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EXHIBIT INDEX
     
Exhibit    
Number   Title
 
   
99.1
  Second Amendment to Second Amended and Restated Employment Agreement, dated as of March 14, 2008, between Camden Property Trust and D. Keith Oden.
 
   
99.2
  Second Amendment to Employment Agreement, dated as of March 14, 2008, between the Company and H. Malcolm Stewart.

EX-99.1 2 d55020exv99w1.htm AMENDMENT TO AMENDED AND RESTATED EMPLOYMENT AGREEMENT - D. KEITH ODEN exv99w1
 

Exhibit 99.1
SECOND AMENDMENT TO
SECOND AMENDED AND RESTATED EMPLOYMENT AGREEMENT
     THIS SECOND AMENDMENT TO SECOND AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this “Amendment”), dated as of March 14, 2008, by and between Camden Property Trust, a Texas real estate investment trust (the “Company”), and D. Keith Oden (“Executive”).
     WHEREAS, the Company and Executive have entered into a Second Amended and Restated Employment Agreement, dated as of July 11, 2003, as amended (the “Employment Agreement”); and
     WHEREAS, the Company and Executive desire to amend the Employment Agreement as set forth herein.
     NOW, THEREFORE, the Company and Executive agree as follows:
     1. Recitals. The third Recital of the Agreement is amended and restated to read in its entirety as follows:
“WHEREAS, the Executive and the Company deem it in their respective best interests to enter into an agreement for the Executive as the President of the Company on the terms and subject to the conditions set forth herein; and”
     2. Employment. Section 2(a) of the Agreement is amended and restated to read in its entirety as follows:
“Pursuant to the term and subject to the conditions of this Agreement, the Company agrees to employ the Executive during the Employment Term (as defined below) as President of the Company, and the Executive accepts such employment.”
     3. Capitalized Terms. Capitalized terms used herein and not otherwise defined shall have the meanings assigned to such terms in the Employment Agreement.
     4. Ratification. Except as otherwise expressly provided in this Amendment, the Employment Agreement is hereby ratified and confirmed and shall continue in full force and effect in accordance with its terms.
     5. Counterparts. This Amendment may be executed in identical counterparts, which when taken together shall constitute one and the same instrument. A counterpart transmitted by facsimile shall be deemed an original for all purposes.

 


 

     IN WITNESS WHEREOF, the parties have executed this Amendment as of the date first above written.
             
    CAMDEN PROPERTY TRUST    
 
           
 
  By:   /s/ Dennis M. Steen
 
Dennis M. Steen
   
 
      Senior Vice President-Finance and Chief Financial Officer    
 
           
    EXECUTIVE    
 
           
    /s/ D. Keith Oden    
         
    D. Keith Oden    

2

EX-99.2 3 d55020exv99w2.htm AMENDMENT TO EMPLOYMENT AGREEMENT - H. MALCOLM STEWART exv99w2
 

Exhibit 99.2
SECOND AMENDMENT TO EMPLOYMENT AGREEMENT
     THIS SECOND AMENDMENT TO EMPLOYMENT AGREEMENT (this “Amendment”), dated as of March 14, 2008, by and between Camden Property Trust, a Texas real estate investment trust (the “Company”), and H. Malcolm Stewart (“Executive”).
     WHEREAS, the Company and Executive have entered into an Employment Agreement, dated as of August 20, 1996, as amended (the “Employment Agreement”);
     WHEREAS, the Company and Executive desire to amend the Employment Agreement as set forth herein.
     NOW, THEREFORE, the Company and Executive agree as follows:
     1. Recitals. The third Recital of the Agreement is amended and restated to read in its entirety as follows:
     “WHEREAS the Executive shall work as Chief Operating Officer.”
     2. Employment. Section 1 of the Agreement is amended and restated to read in its entirety as follows:
“The Company employs the Executive as Chief Operating Officer (the “Office”) to perform the duties normally associated with that office under the control and at the direction of the Chairman of the Board, Chief Executive Officer and the President (“Management”) and other such duties as may, from time to time, be assigned and are consistent with the position.
     3. Capitalized Terms. Capitalized terms used herein and not otherwise defined shall have the meanings assigned to such terms in the Employment Agreement.
     4. Ratification. Except as otherwise expressly provided in this Amendment, the Employment Agreement is hereby ratified and confirmed and shall continue in full force and effect in accordance with its terms.
     5. Counterparts. This Amendment may be executed in identical counterparts, which when taken together shall constitute one and the same instrument. A counterpart transmitted by facsimile shall be deemed an original for all purposes.

 


 

     IN WITNESS WHEREOF, the parties have executed this Amendment as of the date first above written.
             
    CAMDEN PROPERTY TRUST    
 
           
 
  By:   /s/ Dennis M. Steen    
 
     
 
Dennis M. Steen
   
 
      Senior Vice President-Finance and Chief Financial Officer    
 
           
    EXECUTIVE    
 
           
    /s/ H. Malcolm Stewart    
         
    H. Malcolm Stewart    

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