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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| 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 control number. | SEC 1474 (9-02) | ||
| 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 Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Options (Right to Buy) (1) | $ 13.83 | 04/29/2010 | M | 18,460 | (2) | 03/05/2019 | Common Stock | 18,460 | $ 0 | 0 | D | ||||
| Options (Right to Buy) (1) | $ 29.38 | 04/29/2010 | M | 20,000 | 03/04/2010(3) | 03/04/2015 | Common Stock | 20,000 | $ 0 | 20,000 | D | ||||
| Options (Right to Buy) (1) | $ 31.31 | 04/29/2010 | M | 12,457 | (4) | 05/18/2015 | Common Stock | 12,457 | $ 0 | 0 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| BLUM ESTHER R TAUBMAN CENTERS, INC. 200 EAST LONG LAKE ROAD, SUITE 300 BLOOMFIELD HILLS, MI 48304 |
Senior VP, Controller, and CAO | |||
| /s/ Donald J. Kunz, Attorney-in-Fact | 04/30/2010 | |
| **Signature of Reporting Person | Date |
| * | 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). |
| (1) | Options were granted to the reporting person pursuant to the 2008 Omnibus Plan or the Company's prior incentive option plan (the "Share-Based Compensation Plans"). Options granted under the Share-Based Compensation Plans are exercisable for units of limited partnership interest in The Taubman Realty Group Limited Partnership ("TRG"); the Company is the managing general partner of TRG. Under the Company's Continuing Offer to employees covered by the Share-Based Compensation Plans 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 options vested in the third quarter of 2009, upon satisfaction of the vesting condition that the closing price of the Company's common stock, as quoted on the New York Stock Exchange, is $30 or greater for ten consecutive trading days. |
| (3) | The remaining portion of the option vests on March 4, 2012, subject to the satisfaction of certain Company performance criteria. |
| (4) | The options vested in three equal installments over a three year period ending 5/18/2008. |