Form Type: 4

SEC EDGAR Link
Accession Number:0000890319-19-000103
Date:2019-07-01
Issuer: TAUBMAN CENTERS INC (TCO)
Original Submission Date:

Reporting Person:

EMBLER MICHAEL J
C/O TAUBMAN CENTERS, INC.
200 E. LONG LAKE ROAD, SUITE 300 BLOOMFIELD HILLS, MI 48304

Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
Title of SecurityTransaction Date2a. Deemed Execution Date Transaction CodeSharesAcquired or DisposedPrice per share 5. Amount of Securities Beneficially Owned Following Reported Transaction 6. Ownership Form Direct or IndirectNature of Indirect Ownership
COMMON STOCK 2019-07-01 A 765 a $0.00 4,301 direct
Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, convertible securities
Title of Derivative Security Conversion or Exercise Price of Derivative Security Transaction Date Deemed Execution Date Transaction Code Number of Derivative Securities Acquired (A) or Disposed of (D) Date ExercisableExpiration Date Title and Amount of Securities Underlying Derivative Security Price of Derivative Security Number of derivative Securities Beneficially Owned Following Reported Transaction(s) Ownership Form: Direct (D) or Indirect (I) Nature of Indirect Beneficial Ownership
Footnotes
IDfootnote
f1 under the taubman centers, inc. non-employee directors' deferred compensation plan, each non-employee director may defer the receipt of all or a portion of his or her director retainer (cash and stock) until the earlier of the termination of such director's service on the company's board of directors and upon a change of control. such deferred compensation is denominated in restricted stock units, and the number of restricted stock units received equals the deferred retainer fee divided by the fair market value of the company's common stock on the business day immediately before the date the director would otherwise have been entitled to receive the retainer fee. mr. embler has elected to defer the stock-based portion of his retainer fee in 2019; the shares reflected in the table above are the deferred shares for the current quarter, and would have otherwise been payable under the taubman company llc 2018 omnibus long-term incentive plan.
f2 the restricted stock units represent the right to receive equivalent shares of common stock at the end of the deferral period, and each director's account is 100% vested at all times. therefore, the reporting person has elected to report the deferral as shares of common stock received on the grant date.
f3 under the taubman centers, inc. non-employee directors' deferred compensation plan, each director's account is credited with dividend equivalents on the deferred restricted stock units when the company pays cash dividends on its common stock (including special dividends, if any), and such dividend equivalents are denominated in additional restricted stock units based on the fair market value of the company's common stock on the business day immediately before the record date of the applicable dividend payment. the receipt of such dividends since the last form 4 filing has been reflected in the column entitled 'amount of securities beneficially owned following reported transaction(s)', but has not been reported as a separate transaction.
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