Dan A. Emmett - Dec 27, 2023 Form 4 Insider Report for Douglas Emmett Inc (DEI)

Role: Director
Signature: /s/ Peter Seymour , Attorney-in-Fact for Dan A. Emmett
Stock symbol: DEI
Transactions as of: Dec 27, 2023
Transactions value $: $0
Form type: 4
Date filed: 12/29/2023, 07:34 PM
Previous 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	+18.1K		$0.00	18.1K	Dec 27, 2023	Common Stock	18.1K	$0.00	Direct	F1, F2, F3, F4
transaction	DEI	Long Term Incentive Plan Units	Award	$0	+6.05K		$0.00	6.05K	Dec 27, 2023	Common Stock	6.05K	$0.00	Direct	F1, F4, F5

* 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") in Douglas Emmett Properties, LP, a DE limited partnership (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 based on achievement of a specified percentage increase in Gross Asset Values of the assets of the Operating Partnership, each LTIP Unit can be converted into one partnership common unit ("OP Unit") of the Operating Partnership on a one-for-one basis. 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 granted as part of Reporting Person's annual compensation for service as a director of Issuer.
F3	LTIP Units vest in one-quarter equal installments on January 1, 2024, April 1, 2024, July 1, 2024, and October 1, 2024.
F4	Derivative securities owned by the Reporting Person include the LTIP Units reported herein, and an additional 11,652 LTIP Units previously granted pursuant to Issuer's 2016 Omnibus Stock Incentive Plan, and 3,472,692 OP Units, which includes 268,380 OP Units 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 held by Rivermouth Partners, a CA LP ("Rivermouth"), of which Reporting Person is president of the manager of the general partner. 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.
F5	LTIP Units granted as part of the Reporting Person's compensation reflect his transition to service only as a Director and Chairman of the Board and reflects pro rata compensation for the period in 2023 following his resignation as executive officer of the Issuer.