Sec Form 4 Filing - CONSIDINE TERRY @ APARTMENT INVESTMENT & MANAGEMENT CO - 2019-03-22

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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, 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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1. Name and Address of Reporting Person
CONSIDINE TERRY
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
(Last) (First) (Middle)
4582 S. ULSTER STREET, SUITE 1700
3. Date of Earliest Transaction (MM/DD/YY)
03/22/2019
(Street)
DENVER, CO80237
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 03/22/2019 J V 2,514 ( 1 ) A 280,879 D
Class A Common Stock ( 3 ) 12/27/2019 S 30,000 D $ 51.1652 ( 4 ) 250,879 D
Class A Common Stock 12/27/2019 S 32,675 D $ 51.0365 ( 5 ) 1,323 I See Footnote ( 6 )
Class A Common Stock 12/30/2019 S 37,325 D $ 51.2191 ( 7 ) 213,554 D
Class A Common Stock 12/30/2019 G V 32,675 ( 8 ) D $ 0 180,879 ( 9 ) ( 10 ) ( 11 ) ( 12 ) D
Class A Common Stock 33,998 I See Footnote ( 6 )
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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
CONSIDINE TERRY
4582 S. ULSTER STREET
SUITE 1700
DENVER, CO80237
X Chairman & CEO
Signatures
Terry Considine 12/31/2019
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Aimco effected a 1 for 1.03119 reverse split on February 20, 2019, and then paid a special dividend on March 22, 2019, resulting in the reporting person's ownership of 2,514 additional shares of common stock.
( 2 )Shares acquired in special dividend paid on March 22, 2019, price column not applicable.
( 3 )Taking into account the transactions reported on this form, Mr. Considine has an overall equity stake in the company of 4,980,751 shares, partnership units, and options, the details of which are more fully described in footnotes 9, 10, 11, and 12 below.
( 4 )This is a weighted average price. The prices for which the shares were actually sold ranged from $51.05 to $51.24. The reporting person has provided to the issuer and will provide to any security holder or the staff of the Securities and Exchange Commission, upon request, information regarding the number of shares sold at each price within the range.
( 5 )This is a weighted average price. The prices for which the shares were actually sold ranged from $50.90 to $51.11. The reporting person has provided to the issuer and will provide to any security holder or the staff of the Securities and Exchange Commission, upon request, information regarding the number of shares sold at each price within the range.
( 6 )Held by the reporting person's spouse, for which the reporting person disclaims beneficial ownership except to the extent of his pecuniary interest therein.
( 7 )This is a weighted average price. The prices for which the shares were actually sold ranged from $51.07 to $51.425. The reporting person has provided to the issuer and will provide to any security holder or the staff of the Securities and Exchange Commission, upon request, information regarding the number of shares sold at each price within the range.
( 8 )Shares gifted to reporting person's spouse, for which the reporting person disclaims beneficial ownership except to the extent of his pecuniary interest therein.
( 9 )Taking into account the transactions reported on this form, in addition to the reporting person's overall equity stake in the company, 166,660 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.
( 10 )In addition to the 180,879 shares held directly, the reporting person holds 2,439,557 common partnership units and equivalents in AIMCO Properties, L.P. ("OP Units"). The 2,439,557 OP Units include 510,452 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"), a registered limited liability limited partnership for which the reporting person serves as the general partner and holds a 0.5% ownership interest, and 157,698 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.
( 11 )In addition to the 180,879 shares held directly, the reporting person holds 1,383,594 unvested partnership units, the vesting of which are 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 performance-based partnership units.
( 12 )In addition to the 180,879 shares held directly, the reporting person holds 976,721 stock options, 430,934 of which are vested and exercisable. Of the unvested stock options, the vesting of 353,382 are 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 performance-based stock options.

Remarks:
The sales reported on this Form 4 were made to provide for tax planning and to fund charitable commitments.

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).
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