Statement of Changes in Beneficial Ownership (4)
30 Novembro 2016 - 9:24PM
Edgar (US Regulatory)
FORM 4
[
X
]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
Estimated average burden
hours per response...
0.5
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
Konas Charles A.
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2. Issuer Name
and
Ticker or Trading Symbol
POST PROPERTIES INC
[
PPS
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director
_____ 10% Owner
__
X
__ Officer (give title below)
_____ Other (specify below)
Executive Vice Pres.
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(Last)
(First)
(Middle)
4401 NORTHSIDE PARKWAY, SUITE 800
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3. Date of Earliest Transaction
(MM/DD/YYYY)
11/28/2016
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(Street)
ATLANTA, GA 30327
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_
X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock
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11/28/2016
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G
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V
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1529
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D
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$0.00
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22707.3
(1)
(2)
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D
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Common Stock
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11/30/2016
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F
(3)
(4)
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736
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D
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$65.02
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21971.3
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D
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Common Stock
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11/30/2016
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F
(3)
(4)
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1932
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D
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$65.02
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20039.3
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D
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Common Stock
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11/30/2016
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F
(3)
(4)
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2820
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D
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$65.02
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17219.3
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D
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Common Stock
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11/30/2016
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D
(3)
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17219.3
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D
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(3)
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0
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D
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Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3)
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2. Conversion or Exercise Price of Derivative Security
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3. Trans. Date
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3A. Deemed Execution Date, if any
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4. Trans. Code
(Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
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8. Price of Derivative Security
(Instr. 5)
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
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11. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Units in 401(k) Plan
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(5)
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11/30/2016
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D
(5)
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1430.414
(5)
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(5)
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(5)
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Common Stock
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1430.414
(5)
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(5)
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0
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D
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Stock Option
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$44.05
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11/30/2016
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D
(6)
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880
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(6)
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1/25/2022
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Common Stock
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880
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(6)
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0
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D
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Stock Option
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$50.30
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11/30/2016
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D
(6)
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2790
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(6)
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1/28/2023
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Common Stock
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2790
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(6)
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0
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D
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Stock Option
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$46.93
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11/30/2016
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D
(6)
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3560
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(6)
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1/31/2024
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Common Stock
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3560
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(6)
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0
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D
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Stock Option
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$60.40
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11/30/2016
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D
(6)
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3080
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(6)
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2/3/2025
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Common Stock
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3080
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(6)
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0
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D
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Stock Option
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$57.80
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11/30/2016
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D
(6)
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9010
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(6)
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2/1/2026
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Common Stock
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9010
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(6)
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0
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D
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Explanation of Responses:
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(
1)
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Balance includes 226 shares purchased under the Issuer's Employee Stock Purchase Plan (the "Plan"), during the purchase periods January 1, 2016 to June 30, 2016 and July 1, 2016 to November 18, 2016.
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(
2)
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The balance includes 11,448 restricted shares that had not vested as of the Transaction Date.
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(
3)
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As of November 30, 2016, Issuer was acquired by Mid-America Apartment Communities, Inc. ("MAA") pursuant to a merger agreement dated August 15, 2016 (Merger Agreement"), as described in the Issuer/MAA Joint Proxy Statement dated September 30, 2016 and filed by MAA with the SEC on that date (the "Merger"). Each outstanding share of Issuer Common Stock was converted into .71 shares of MAA Common Stock ("Exchange Ratio") with cash paid for fractional shares. All dispositions by Reporting Person in the Merger were approved in advance by Issuer's Board of Directors.
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(
4)
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Issuer outstanding unvested restricted stock units ("RSU's") became fully vested under the Merger Agreement and Issuer shares were withheld for payment of withholding income taxes. All vested RSU's were then converted into MAA common stock at the Exchange Ratio.
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(
5)
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The issuer's outside administrator for the employees 401(k) plan held issuer stock in a pooled fund as a participant investment option. Participant contributions designated to be invested in issuer common stock were accounted for as units of interest in the issuer fund. As of 11/30/2016, the equivalent of 1430.414026 shares of common stock were held in the issuer 401(k) Plan. These shares were converted into shares of MAA common stock at the Exchange Ratio.
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(
6)
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Issuer outstanding stock options, if not yet vested became vested, and all Issuer stock options were converted at the Exchange Ratio into MAA fully vested stock options under the terms of each outstanding Issuer stock option. Cash was paid for fractional shares.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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Konas Charles A.
4401 NORTHSIDE PARKWAY
SUITE 800
ATLANTA, GA 30327
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Executive Vice Pres.
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Signatures
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/s/ Sherry Cohen, Power of Attorney
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11/30/2016
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 4(b)(v).
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**
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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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.
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