FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES 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*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 06/06/2005 |
3. Issuer Name and Ticker or Trading Symbol
TAUBMAN CENTERS INC [ TCO ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Beneficially Owned | |||
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1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
Common Stock | 1,500 | D |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
Incentive Option (Right to Buy)(1) | (2) | 03/04/2015 | Common Stock(1) | 60,000 | $29.38 | D | |
Incentive Option (Right to Buy)(1) | (3) | 05/18/2015 | Common Stock(1) | 20,000 | $31.31 | D | |
Incentive Option (Right to Buy)(1) | 11/18/2005 | 05/18/2015 | Common Stock(1) | 9,582 | $31.31 | D | |
Incentive Option (Right to Buy)(1) | (4) | 05/18/2015 | Common Stock(1) | 6,069 | $31.31 | D | |
Restricted Stock Units(5) | (6) | (6) | Common Stock | 1,855 | (5) | D |
Explanation of Responses: |
1. Options were granted to the reporting person pursuant to The Taubman Realty Group Limited Partnership ("TRG") 1992 Incentive Option Plan, as amended (the "Option Plan"). The Company is the managing general partner of TRG. Options granted under the Option Plan are exercisable for units of limited partnership in TRG. Under the Company's continuing offer to employees covered by the Plan and certain other partners in TRG, each unit of limited partnership interest in TRG held by an offeree is exchangeable for one share of the Company's common stock. |
2. The option vests in three equal installments on March 4, 2008, March 4, 2010 and March 4, 2012, subject to the satisfaction of certain performance criteria. |
3. The option vests in three equal installments on May 18, 2008, May 18, 2010 and May 18, 2012, subject to the satisfaction of certain performance criteria. |
4. The option vests in three equal installments on May 18, 2006, May 18, 2007 and May 18, 2008. |
5. Restricted stock units were granted to the reporting person pursuant to The Taubman Company 2005 Long-Term Incentive Plan. Each restricted stock unit represents a contingent right to receive upon vesting one share of the Company's common stock, plus a cash payment equal to the aggregate cash dividends that would have been paid on such share of the Company's common stock if the share had been outstanding from the date of the grant of the award to the vesting date. |
6. The restricted stock units vest on March 1, 2008. |
/s/ Liesl A. Maloney, Attorney-in-Fact | 06/16/2005 | |
** Signature of Reporting Person | Date | |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v). | ||
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
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 Number. |