Dan A. Emmett - Dec 27, 2022 Form 4 Insider Report for Douglas Emmett Inc (DEI)

Role
Chairman of the Board, Director
Signature
/s/ Peter Seymour, Attorney-in-Fact for Dan A. Emmett
Stock symbol
DEI
Transactions as of
Dec 27, 2022
Transactions value $
$0
Form type
4
Date filed
12/29/2022, 05:31 PM
Previous filing
Jan 4, 2022
Next filing
Jun 12, 2023

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction DEI Long Term Incentive Plan Units Award $0 +7.82K $0.00 7.82K Dec 27, 2022 Common Stock 7.82K $0.00 Direct F1, F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Long term incentive plan units ("LTIP Units") of Douglas Emmett Properties, LP (the "Operating Partnership") granted pursuant to the 2016 Omnibus Stock Incentive Plan of Douglas Emmett, Inc. ("Issuer"). Issuer is the sole stockholder of the general partner of the Operating Partnership. Upon vesting and certain additional criteria, each LTIP Unit can be converted into one partnership common unit ("OP Unit") of the Operating Partnership, which is ultimately exchangeable into common stock of Issuer, only, if applicable, after achievement of a specified percentage increase in Gross Asset Values of the assets of the Operating Partnership. LTIP Units not converted into OP Units within 10 years of the grant date will be forfeited. Upon the occurrence of certain events, OP Units are redeemable by the holder, without consideration, for an equivalent number of shares of Issuer's common stock or for the cash value of such shares, at Issuer's election.
F2 LTIP Units vest 25% on December 31, 2022. The remaining 75% of the LTIP Units vest in equal installments on December 31, 2023, 2024, and 2025.
F3 Derivative securities owned by the Reporting Person include the LTIP Units reported herein, and an additional (i) 3,468,727 OP Units, of which 770,126 OP Units are held by certain trusts f/b/o the Reporting Person's spouse and children (collectively, the "Family Trusts") of which Reporting Person is a trustee, and 31,517 OP Units are held by Rivermouth Partners, a CA LP ("Rivermouth"), of which Reporting Person is president of the manager of the general partner, and (ii) 7,799 LTIP Units previously granted pursuant to Issuer's 2016 Omnibus Stock Incentive Plan. Reporting Person disclaims beneficial ownership of OP Units held by the Family Trusts and Rivermouth, except to the extent of his pecuniary interest, if any, therein.