0001062993-24-001796.txt : 20240201 0001062993-24-001796.hdr.sgml : 20240201 20240201193700 ACCESSION NUMBER: 0001062993-24-001796 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20240130 FILED AS OF DATE: 20240201 DATE AS OF CHANGE: 20240201 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CONSIDINE TERRY CENTRAL INDEX KEY: 0001229384 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39686 FILM NUMBER: 24588440 MAIL ADDRESS: STREET 1: 4582 SOUTH ULSTER STREET PARKWAY STREET 2: SUITE 1100 CITY: DENVER STATE: CO ZIP: 80237 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Apartment Income REIT Corp. CENTRAL INDEX KEY: 0001820877 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] ORGANIZATION NAME: 05 Real Estate & Construction IRS NUMBER: 000000000 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 4582 S. ULSTER STREET, SUITE 1700 CITY: DENVER STATE: CO ZIP: 80237 BUSINESS PHONE: (303) 757-8101 MAIL ADDRESS: STREET 1: 4582 S. ULSTER STREET, SUITE 1700 CITY: DENVER STATE: CO ZIP: 80237 FORMER COMPANY: FORMER CONFORMED NAME: AIMCO-LP, Inc. DATE OF NAME CHANGE: 20200812 4 1 form4.xml STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES X0508 4 2024-01-30 0001820877 Apartment Income REIT Corp. AIRC 0001229384 CONSIDINE TERRY 4582 S. ULSTER STREET SUITE 1700 DENVER CO 80237 0 1 0 0 CEO 0 Class A Common Stock 3469 D LTIP II Units of Apartment Income REIT, L.P. 2024-01-30 4 A 0 311019 A Partnership Common Units 311019 1311065 D Taking into account the transactions reported on this form, Mr. Considine has an overall equity stake in the company of 6,384,311 shares, partnership units, and options, the details of which are more fully described in footnotes 2, 3, and 4 below. The reporting person holds 3,469 shares directly and 16,000 in a trust for which the reporting person disclaims beneficial ownership. In addition, the reporting person holds 3,585,840 common partnership units and equivalents in Apartment Income REIT, L.P. ("OP Units"). The 3,585,840 OP Units include 196,178 OP Units held directly by the reporting person, 179,735 OP Units held by an entity in which the reporting person has sole voting and investment power, 1,591,672 OP Units held by Titahotwo Limited Partnership RLLLP ("Titahotwo"), an entity for which the reporting person serves as the general partner and holds a 0.5% ownership interest, and 192,422 OP Units held by the reporting person's spouse, for which the reporting person disclaims beneficial ownership except to the extent of his pecuniary interest therein. This number also includes 114,768 LTIP Units and 1,311,065 LTIP II Units. In addition to the shares held directly, the reporting person holds 2,028,445 unvested partnership units, the vesting of which is subject to certain performance criteria. Upon conclusion of the performance period and depending on the results thereof, the reporting person may vest in all, some or none of the partnership units In addition to the shares held directly, the reporting person holds 750,557 stock options, all of which are vested and exercisable. Pursuant to the Seventh Amended and Restated Agreement of Limited Partnership of Apartment Income REIT, L.P. (the "Partnership Agreement"), a holder of LTIP Units or LTIP II Units has the right to convert all or a portion of such holder's vested LTIP or LTIP II Units into Partnership Common Units (as such term is defined in the Partnership Agreement). Pursuant to the Partnership Agreement, holders of Partnership Common Units have the right to require Apartment Income REIT, L.P. to redeem such holder's Partnership Common Units, which redemption may be for Class A Common Stock of Apartment Income REIT Corp. or a cash amount equal to the value of such shares of Class A Common Stock pursuant to the formula set forth in the Partnership Agreement. The form of currency upon redemption is determined in the sole discretion of Apartment Income REIT, L.P. Equity Award approved by Compensation and Human Resources Committee in connection with 2023 short term incentive compensation, price column not applicable. Receipt of the LTIP II Units was subject to performance against certain criteria. The LTIP II Units vest 50% on January 31, 2025, and 50% on January 31, 2026. The LTIP II Units may be converted at any time prior to the ten year anniversary of the date of grant. Award for 2023 short term incentive compensation; price column not applicable. Terry Considine 2024-02-01