Wright Paul Aubrey 4
4 · TAUBMAN CENTERS INC · Filed Dec 31, 2020
Insider Transaction Report
Form 4
Wright Paul Aubrey
EVP, Global Head of Leasing
Transactions
- Disposition to Issuer
Restricted Stock Units
2020-12-29−5,834→ 12,938 totalExercise: $0.00→ Common Stock (5,834 underlying) - Disposition to Issuer
Restricted Stock Units
2020-12-29−12,938→ 0 totalExercise: $0.00→ Common Stock (12,938 underlying) - Disposition to Issuer
Common Stock
2020-12-29−15,159→ 0 total
Footnotes (3)
- [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]Each restricted stock unit (RSU) represents a contingent right to receive upon vesting one share of Taubman common stock and an amount equal to the cash value of the dividends that would have been paid to the reporting person if one share of common stock had been issued on the grant date for each RSU granted to the reporting person under this award. Pursuant to the Merger Agreement, at the effective time of the mergers, each RSU that vests in connection with the closing of the mergers and corresponding dividend equivalent right was cancelled in exchange for an amount equal to the Common Stock Merger Consideration and the accrued cash value of the dividends that have accrued since the grant date.
- [F3]Pursuant to the Merger Agreement, at the effective time of the mergers, each unvested RSU and corresponding dividend equivalent right was converted into a cash substitute award to be paid on the same vesting schedule that applied to the original RSU award.