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Filing Details

Accession Number:: 0001181431-14-039479
Form Type:: 4/A
Zero Holdings:: No
Publication Time:: 2014-12-22 21:42:04
Reporting Period:: 2014-12-09

Filing Date:: 2014-12-22
Accepted Time:: 2014-12-22 21:42:04
Original Submission Date:: 2014-12-22
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1364250	Douglas Emmett Inc	DEI	Real Estate Investment Trusts (6798)	203073047

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1378407	A Dan Emmett	808 Wilshire Boulevard Suite 200 Santa Monica CA 90401	Chairman Of The Board	Yes	Yes	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock	Disposition	2014-12-09	25,200	$0.00	2,682,857	No	5	G	Indirect	See footnotes 7 and 8.
Common Stock	Disposition	2014-12-10	165,000	$0.00	2,517,857	No	5	G	Indirect	See footnotes 7 and 8.
Common Stock	Acquisiton	2014-12-10	165,000	$0.00	2,682,857	No	5	G	Indirect	See footnotes 7 and 8.
Common Stock	Disposition	2014-12-18	75,214	$28.00	2,607,643	No	4	S	Indirect	See footnotes 7 and 8.
Common Stock	Disposition	2014-12-18	30,086	$28.00	2,577,557	No	4	S	Indirect	See footnotes 7 and 7.8
Common Stock	Disposition	2014-12-19	24,786	$28.06	2,552,771	No	4	S	Indirect	See footnotes 7 and 8.
Common Stock	Disposition	2014-12-19	9,914	$28.06	2,542,857	No	4	S	Indirect	See footnotes 7 and 8.

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	5	G	Indirect	See footnotes 7 and 8.
No	5	G	Indirect	See footnotes 7 and 8.
No	5	G	Indirect	See footnotes 7 and 8.
No	4	S	Indirect	See footnotes 7 and 8.
No	4	S	Indirect	See footnotes 7 and 7.8
No	4	S	Indirect	See footnotes 7 and 8.
No	4	S	Indirect	See footnotes 7 and 8.

Footnotes

Gift to the Emmett Foundation, a California charitable organization (the "Foundation"), of which the Reporting Person has sole voting and dispositive power. Beneficial ownership of shares held by the Foundation is disclaimed by the Reporting Person.
The sales reported herein were effected pursuant to Rule 10b5-1 trading plans entered into by Reporting Person and Rivermouth Partners, a California limited partnership ("Rivermouth"), as of December 18, 2012.
The aggregate of shares of common stock of Issuer (the "Shares") sold by the Dan A. Emmett Revocable Living Trust (the "Trust") on the same day at different prices.
Represents the weighted average sales price. The Shares were sold at prices ranging from $27.83 to $28.09 per share. Full information regarding the number of Shares sold at each price shall be provided to the Securities and Exchange Commission staff (the "Staff"), Issuer, or a security holder of Issuer, upon request.
The aggregate of Shares sold by by Rivermouth on the same day at different prices.
Represents the weighted average sales price. The Shares were sold at prices ranging from $27.99 to $28.17 per share. Full information regarding the number of Shares sold at each price shall be provided to the Staff, Issuer, or a security holder of Issuer, upon request.
Following the transactions reported herein, Reporting Person continued to beneficially own 10,236,088 common stock equivalents, including common stock, partnership common units (OP Units") of Douglas Emmett Properties, LP, and long term incentive plan units ("LTIP Units"). Upon the occurrence of certain events, OP Units and LTIP Units are redeemable, without consideration, by the holder for an equivalent number of Shares or for the cash value of such Shares, at Issuer's election.
Reporting Person's beneficial ownership of common stock includes (i) 1,837,107 Shares owned by the Trust; (ii) 633,750 Shares owned by the Emmett Foundation, a California charitable organization, disclaimed by Reporting Person; (iii) -0- Shares owned by Rivermouth, disclaimed by Reporting Person except to the extent of his pecuniary interest therein; and (iv) 72,000 Shares owned by certain trusts f/b/o Reporting Person's spouse and children of which the Reporting Person is a trustee and has voting and investment power but disclaims beneficial ownership. Derivative securities beneficially owned: (i) 7,684,965 OP Units of which Reporting Person disclaims, except to the extent of his pecuniary interest therein, 937,288 OP Units held by Rivermouth, and 810,126 OP Units held by trusts for his spouse and children; (ii) 8,266 LTIP Units some of which are subject to vesting; and (iii) 274,355 vested stock options (right to buy). See also footnote 7.