SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
CONSIDINE TERRY

(Last) (First) (Middle)
4582 S. ULSTER STREET PARKWAY
SUITE 1100

(Street)
DENVER CO 80237

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
APARTMENT INVESTMENT & MANAGEMENT CO [ AIV ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
Chairman & CEO
3. Date of Earliest Transaction (Month/Day/Year)
06/21/2012
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Class A Common Stock 06/21/2012 M 222,077 A $24.63 222,077 I see footnote (1)
Class A Common Stock 06/21/2012 M 685,828 A $24.63 907,905 I see footnote (1)
Class A Common Stock 06/21/2012 M 567,015 A $21.72 898,842 D
Class A Common Stock 06/21/2012 M 567,014 A $21.72 1,465,856 D
Class A Common Stock 06/21/2012 S 907,905 D $26.74 0 I see footnote (1)
Class A Common Stock 06/21/2012 S 1,134,029 D $26.74 331,827 (2) D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option (right to buy) $24.63 06/21/2012 M 222,077 (3) 02/03/2013 Class A Common Stock 222,077 $0 0 I see footnote (1)
Employee Stock Option (right to buy) $24.63 06/21/2012 M 685,828 (3) 02/03/2013 Class A Common Stock 685,828 $0 0 I see footnote (1)
Employee Stock Option (right to buy) $21.72 06/21/2012 M 567,015 (3) 02/19/2014 Class A Common Stock 567,015 $0 0 D
Employee Stock Option (right to buy) $21.72 06/21/2012 M 567,014 (3) 02/19/2014 Class A Common Stock 567,014 $0 0 D
Explanation of Responses:
1. Held by Titaho Limited Partnership RLLLP ("Titaho"), a registered limited liability partnership for which the reporting person's brother is the trustee for the sole general partner. The reporting person disclaims beneficial ownership of all securities held by Titaho, and this report should not be deemed an admission that the reporting person is the beneficial owners of such securities for purposes of Section 16 or any other purpose.
2. In addition to these 331,827 shares held directly by the reporting person, (a) 33,695 shares are held by the reporting person's spouse, for which the reporting person disclaims beneficial ownership, and (b) 169,051 shares are held by a tax exempt organization under 501(c)(3) of the Internal Revenue Code for which the reporting person disclaims beneficial ownership.
3. The option is fully vested.
Remarks:
Terry Considine 06/25/2012
** 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 4 (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.
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