SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 11-K
ANNUAL REPORT
PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
(Mark One):
[x] Annual Report pursuant to Section 15(d) of the Securities Exchange Act of
1934 (No fee required, effective October 7, 1996).
For the fiscal year ended December 31, 2002
OR
[ ] Transition Report pursuant to Section 15(d) of the Securities Exchange Act
of 1934 (No fee required).
For the transition period from ______ to ______
Commission file number 1-12792
A. Full title of the plan and the address of the plan, if different
from that of the issuer named below:
Summit Properties Inc.
1996 Non-Qualified Employee Stock Purchase Plan
B. Name of the issuer of the securities held pursuant to the plan and
the address of its principal executive office:
Summit Properties Inc.
309 East Morehead Street
Suite 200
Charlotte, North Carolina 28202
ITEMS 1. AND 2. FINANCIAL STATEMENTS PAGE
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Independent Auditors' Report 3
Statements of Net Assets Available for Benefits
as of December 31, 2002 and 2001 4
Statements of Changes in Net Assets Available for
Benefits for the years ended December 31, 2002, 2001 and 2000 5
Notes to Financial Statements 6
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INDEPENDENT AUDITORS' REPORT
Compensation Committee of the Board of Directors
Summit Properties Inc.
Charlotte, North Carolina
We have audited the accompanying statements of net assets available for benefits
of the Summit Properties Inc. 1996 Non-Qualified Employee Stock Purchase Plan
(the "Plan") as of December 31, 2002 and 2001, and the related statements of
changes in net assets available for benefits for each of the three years in the
period ended December 31, 2002. These financial statements are the
responsibility of the Plan's management. Our responsibility is to express an
opinion on these financial statements based on our audits.
We conducted our audits in accordance with auditing standards generally accepted
in the United States of America. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audits provide a
reasonable basis for our opinion.
In our opinion, such financial statements present fairly, in all material
respects, the net assets available for benefits of the Plan at December 31, 2002
and 2001, and the changes in net assets available for benefits for each of the
three years in the period ended December 31, 2002 in conformity with accounting
principles generally accepted in the United States of America.
/S/ DELOITTE & TOUCHE LLP
Charlotte, North Carolina
March 19, 2003
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SUMMIT PROPERTIES INC. 1996 NON-QUALIFIED EMPLOYEE
STOCK PURCHASE PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
December 31,
2002 2001
------ --------
ASSETS:
Receivables from Summit Properties Inc.:
Participant contributions $ -- $209,015
Employer contributions -- 36,885
------ --------
NET ASSETS AVAILABLE FOR BENEFITS $ -- $245,900
====== ========
See notes to financial statements.
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SUMMIT PROPERTIES INC. 1996 NON-QUALIFIED EMPLOYEE
STOCK PURCHASE PLAN
STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE
FOR BENEFITS
Years Ended December 31,
2002 2001 2000
---------- ---------- ----------
NET ASSETS AVAILABLE FOR BENEFITS
AT THE BEGINNING OF THE YEAR $ 245,900 $ 134,937 $ 615,887
---------- ---------- ----------
ADDITIONS:
Participant contributions 81,118 286,467 919,063
Employer contributions 14,315 53,462 358,113
---------- ---------- ----------
Total additions 95,433 339,929 1,277,176
---------- ---------- ----------
DEDUCTIONS:
Distributions of common stock to participants 341,333 228,966 1,758,126
---------- ---------- ----------
NET ASSETS AVAILABLE FOR BENEFITS
AT THE END OF THE YEAR $ -- $ 245,900 $ 134,937
========== ========== ==========
See notes to financial statements.
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SUMMIT PROPERTIES INC.
1996 NON-QUALIFIED EMPLOYEE STOCK PURCHASE PLAN
NOTES TO FINANCIAL STATEMENTS
YEARS ENDED DECEMBER 31, 2002, 2001 AND 2000
1. DESCRIPTION OF THE PLAN
The Summit Properties Inc. (the "Company") 1996 Non-Qualified Employee Stock
Purchase Plan (the "Plan") was adopted by the Company's Board of Directors
on September 18, 1995 and became effective on January 1, 1996. The Plan is a
non-qualified voluntary contribution plan designed to enable eligible
employees and directors (the "participants") of the Company to purchase
common stock of the Company at a discount. From 1996 through 1999, the Plan
allowed each participant to purchase up to $100,000 per year of the
Company's common stock. In December 1999, the Plan was amended to decrease
the maximum annual purchase amount by a participant from $100,000 to
$25,000. The Plan is administered by the Company (referred to herein as the
"Plan Administrator") which has delegated certain administrative
responsibilities to the Compensation Committee of the Board of Directors of
the Company. The Plan provides for a series of six month purchase periods
(each a "purchase period"). A purchase period is a period of six months
beginning each January 1 and July 1 and ending each June 30 and December 31,
respectively. The price of the shares of the common stock purchased is the
lesser of 85 percent of the closing price of such shares either on (a) the
first day of each purchase period, or (b) the last day of each purchase
period. Effective July 2, 2002, transactions under the Plan were temporarily
suspended.
The Company has reserved 500,000 shares of common stock for participants
under the Plan.
Participant Contributions - Full time employees who have completed one month
of service with the Company are eligible to participate in the Plan either
by payroll withholding or cash payments at any time during each purchase
period. Directors who have completed one month as a member of the Board of
Directors are eligible to participate in the Plan by making cash payments at
any time during each purchase period. Participants elect to participate in
the Plan by completing and submitting an election form to the Plan
Administrator.
Employer Contributions - Employer contributions represent the discount or
aggregate difference between the market value price of the Company's common
stock and the established discount purchase price at the end of a purchase
period.
Distributions - The Company's Transfer Agent and Registrar issues shares of
common stock upon receipt of participant and Company contributions. The
Transfer Agent and Registrar then prepares stock certificates, which are
registered in the participants' names, and holds such certificates on behalf
of the participants or issues stock certificates to the participants upon
their written request. Accordingly, all shares purchased under the
provisions of the Plan are deemed to be immediately distributed to the
participants.
Withdrawals - A participant may withdraw all or any part of the
contributions made during a purchase period by delivering an amended
election form to the Plan Administrator on or before the last day of such
purchase period.
Plan Termination - The Board of Directors of the Company may terminate the
Plan and any purchase period at any time (together with any related
contribution elections); provided, however, no such termination shall be
retroactive unless the Board of Directors determines that applicable law
requires a retroactive termination of the Plan.
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2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of Accounting - The accompanying financial statements have been
prepared in accordance with accounting principles generally accepted in the
United States of America.
Estimates - The preparation of financial statements in conformity with
accounting principles generally accepted in the United States of America
requires management to make estimates and assumptions that affect the
reported amounts of assets available for benefits and changes therein.
Actual results could differ from those estimates.
Administrative Expenses - Administrative expenses of the Plan are paid by
the Company.
Distributions - Distributions are recorded when common stock has been
distributed to participants.
3. INTERNAL REVENUE SERVICE STATUS
The Plan is not a qualified plan under Section 423(b) of the Internal
Revenue Code. Participants are subject to any required tax withholding by
the Company on the discount/compensation earned under the Plan.
4. DISTRIBUTIONS
A summary of stock purchased and distributed on July 1, 2002, January 2,
2002, July 2, 2001, January 2, 2001, July 3, 2000, and January 3, 2000, for
the six month purchase periods ended June 30, 2002, December 31, 2001, June
30, 2001, December 31, 2000, June 30, 2000 and December 31, 1999,
respectively, is as follows:
July 1, January 2, July 2, January 2, July 3, January 3,
2002 2002 2001 2001 2000 2000
---------- ---------- ---------- ---------- ---------- ----------
Participant contributions $ 81,118 $ 209,015 $ 77,452 $ 92,639 $ 826,424 $ 523,504
Employer contributions 14,315 36,885 16,577 42,298 315,815 92,383
---------- ---------- ---------- ---------- ---------- ----------
Market value of stock $ 95,433 $ 245,900 $ 94,029 $ 134,937 $1,142,239 $ 615,887
========== ========== ========== ========== ========== ==========
Market value of stock purchased
and distributed per share $ 23.25 $ 25.02 $ 26.83 $ 26.00 $ 21.00 $ 17.88
========== ========== ========== ========== ========== ==========
Shares purchased and distributed 4,105 9,828 3,505 5,190 54,392 34,455
========== ========== ========== ========== ========== ==========
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, Summit
Properties Inc., the Plan Administrator, has duly caused this annual report to
be signed on its behalf by the undersigned hereunto duly authorized.
SUMMIT PROPERTIES INC.
1996 NON-QUALIFIED EMPLOYEE
STOCK PURCHASE PLAN
By: Summit Properties Inc., the Plan
Administrator
Date: March 25, 2003 By: /S/ Gregg D. Adzema
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Gregg D. Adzema
Executive Vice President and Chief Financial Officer
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