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COUSINS PROPERTIES INC Director's Dealing 2009

Jan 8, 2009

31058_dirs_2009-01-08_3d3ad60d-d3c7-4552-aaed-978c7ea6e23f.zip

Director's Dealing

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SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: COUSINS PROPERTIES INC (CUZ)
CIK: 0000025232
Period of Report: 2009-01-09

Reporting Person: Yenser Steven V (EVP)

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock 3915 Direct
Common Stock 688.7508 Indirect

Holdings (Derivative)

Security Exercise Price Expiration Underlying Shares Ownership
Phantom Stock $0 2009-12-09 Common Stock (662) Direct
Phantom Stock $0 2010-12-11 Common Stock (1538) Direct
Phantom Stock $0 2011-12-11 Common Stock (1353) Direct
Stock Options (Right to Buy) $16.44 2012-11-19 Common Stock (2946) Direct
Stock Options (Right to Buy) $22.49 2013-12-10 Common Stock (14464) Direct
Stock Options (Right to Buy) $28.44 2014-12-08 Common Stock (19775) Direct
Stock Options (Right to Buy) $26.11 2015-12-09 Common Stock (13397) Direct
Stock Options (Right to Buy) $36.00 2016-12-11 Common Stock (14184) Direct
Stock Options (Right to Buy) $24.27 2017-12-06 Common Stock (15708) Direct

Footnotes

F1: Shares held by the reporting person as beneficiary in the Company's Profit Sharing Plan.

F2: Award of restricted stock units under the 2005 RSU Plan. Each unit represents a right to receive a payment in cash equal to the fair market value of one share of CPI's common stock as of the date payment is due under the plan. These units will vest 25% per year on each anniversary date of the grant, with units being 100% vested in year 4 of the grant term. While the shares are being held prior to vesting, the reporting person will have the right to receive all cash dividends but will not have shareholder rights. All unvested shares will forfeit upon termination of employment. The Exercisable Date reported is the first anniversary date of the grant when the first traunch of shares vests.

F3: Stock Options were granted under the Cousins Properties Incorporated 1999 Incentive Stock Plan. The options vest 25% per year on the anniversary date of the grant date, with shares being 100% vested in year four of the grant term. The Exercisable Date reported is the first anniversary date of the grant when the first traunch of options vests.