4//SEC Filing
TAUBMAN WILLIAM S 4
Accession 0000890319-20-000133
CIK 0000890319other
Filed
Dec 30, 7:00 PM ET
Accepted
Dec 31, 10:22 AM ET
Size
47.5 KB
Accession
0000890319-20-000133
Insider Transaction Report
Form 4
TAUBMAN WILLIAM S
DirectorChief Operating Officer
Transactions
- Conversion
Limited Liability Company Interests
2020-12-29+1,338,496→ 1,338,496 total(indirect: By limited liability company 2)Exercise: $0.00→ Common Stock (1,338,496 underlying) - Conversion
Limited Liability Company Interests
2020-12-29+25,036→ 25,036 total(indirect: By Trust)Exercise: $0.00→ Common Stock (25,036 underlying) - Disposition to Issuer
Series B Preferred Stock
2020-12-29−1,338,496→ 0 total(indirect: By limited liability company 2)Exercise: $0.00→ Common Stock (1,338,496 underlying) - Disposition to Issuer
Common Stock
2020-12-29−43,032→ 0 total(indirect: By Trust) - Disposition to Issuer
Series B Preferred Stock
2020-12-29−5,000→ 0 total(indirect: By limited liability company 4)Exercise: $0.00→ Common Stock (5,000 underlying) - Conversion
Units of Limited Partnership
2020-12-29−5,000→ 0 total(indirect: By limited liability company 4)Exercise: $0.00→ Common Stock (5,000 underlying) - Conversion
Limited Liability Company Interests
2020-12-29+472,650→ 472,650 total(indirect: By limited liability company 5)Exercise: $0.00→ Common Stock (472,650 underlying) - Conversion
Units of Limited Partnership
2020-12-29−1,338,496→ 0 total(indirect: By limited liability company 2)Exercise: $0.00→ Common Stock (1,338,496 underlying) - Disposition to Issuer
Common Stock
2020-12-29−711,504→ 0 total(indirect: By limited liability company 2) - Disposition to Issuer
Common Stock
2020-12-29−186,837→ 0 total(indirect: By limited liability company 3) - Disposition to Issuer
Units of Limited Partnership
2020-12-29−7,299,880→ 15,011,562 total(indirect: By limited liability company 3)Exercise: $0.00→ Common Stock (7,299,880 underlying) - Disposition to Issuer
Common Stock
2020-12-29−203,588→ 0 total(indirect: By limited liability company 1) - Conversion
Units of Limited Partnership
2020-12-29−472,650→ 0 total(indirect: By limited liability company 5)Exercise: $0.00→ Common Stock (472,650 underlying) - Conversion
Limited Liability Company Interests
2020-12-29+5,000→ 5,000 total(indirect: By limited liability company 4)Exercise: $0.00→ Common Stock (5,000 underlying) - Disposition to Issuer
Series B Preferred Stock
2020-12-29−472,650→ 0 total(indirect: By limited liability company 5)Exercise: $0.00→ Common Stock (472,650 underlying) - Conversion
Units of Limited Partnership
2020-12-29−15,011,562→ 0 total(indirect: By limited liability company 3)Exercise: $0.00→ Common Stock (15,011,562 underlying) - Disposition to Issuer
Common Stock
2020-12-29−100→ 0 total(indirect: By Trust) - Conversion
Units of Limited Partnership
2020-12-29−25,036→ 0 total(indirect: By Trust)Exercise: $0.00→ Common Stock (25,036 underlying) - Disposition to Issuer
Series B Preferred Stock
2020-12-29−22,311,442→ 0 total(indirect: By limited liability company 3)Exercise: $0.00→ Common Stock (22,311,442 underlying) - Disposition to Issuer
Series B Preferred Stock
2020-12-29−25,036→ 0 total(indirect: By Trust)Exercise: $0.00→ Common Stock (25,036 underlying) - Conversion
Limited Liability Company Interests
2020-12-29+15,011,562→ 15,011,562 total(indirect: By limited liability company 3)Exercise: $0.00→ Common Stock (15,011,562 underlying)
Footnotes (6)
- [F1]Pursuant to the Amended and Restated Agreement and Plan of Merger, dated as of November 14, 2020, by and among Taubman Centers, Inc. (Taubman), Simon Property Group, Inc. (Simon), and certain other parties thereto (the Merger Agreement), at the effective time of the mergers, each outstanding share of common stock of Taubman was cancelled and converted into the right to receive $43.00 in cash (the Common Stock Merger Consideration).
- [F2]Mr. Taubman disclaims all beneficial interest in the shares of common stock owned by such trust beyond his pecuniary interest therein.
- [F3]Mr. Taubman disclaims all beneficial interest in the shares of common stock, the shares of Series B Preferred Stock, Units of Limited Partnership interest, and the Limited Liability Company Interests owned by such limited liability company beyond his pecuniary interest therein.
- [F4]Pursuant to the Merger Agreement, at the effective time of the mergers, each share of Series B Non-Participating Convertible Preferred Stock was converted into the right to receive an amount in cash equal to the Common Stock Merger Consideration, divided by 14,000.
- [F5]Pursuant to the Merger Agreement, at the effective time of the mergers, certain Units of Limited Partnership were converted into the right to receive an amount in cash equal to the Common Stock Merger Consideration.
- [F6]Pursuant to the Merger Agreement, the remaining Units of Limited Partnership outstanding following the mergers were automatically converted into limited liability company interests upon the conversion of The Taubman Realty Group Limited Partnership into a Delaware limited liability company.
Documents
Issuer
TAUBMAN CENTERS INC
CIK 0000890319
Entity typeother
Related Parties
1- filerCIK 0001075312
Filing Metadata
- Form type
- 4
- Filed
- Dec 30, 7:00 PM ET
- Accepted
- Dec 31, 10:22 AM ET
- Size
- 47.5 KB