Last 12 months
Inside the activity.
6 purchase rows · 15 sale rows
Disclosed non-derivative P/S rows, by transaction month. Includes amendments and private transactions.Monthly counts
| Month | Purchases | Sales |
|---|---|---|
| Nov 2025 | 2 | 0 |
| Dec 2025 | 0 | 3 |
| Jan 2026 | 0 | 0 |
| Feb 2026 | 0 | 0 |
| Mar 2026 | 0 | 1 |
| Apr 2026 | 0 | 0 |
| May 2026 | 2 | 6 |
| Jun 2026 | 0 | 1 |
| Jul 2026 | 0 | 0 |
| Aug 2026 | 2 | 4 |
| Sep 2026 | 0 | 0 |
| Oct 2026 | 0 | 0 |
Latest available
Insider transactions
Purchases/sales include open-market and private transactions. Plan disclosure applies to the filing; individual rows may differ. “Not disclosed” is not “unplanned.”
The cutoff filters transaction history only. Company summaries and owner relationships show the latest available disclosures. Parser corrections can improve historical records.
| Transaction date | Owner / reported role | Activity / security | Shares / units | Reported price | Reported value | Details |
|---|---|---|---|---|---|---|
| April 01, 2017 Filed Apr 4, 2017 21:43 UTC |
PATERSON SCOTTDirector
|
Tax withholdingClass B Common Shares | 180 | $24.55 | $4,419.00 |
DisclosureSEC source: 0001567530-17-000004 · primary_doc.xml · nonDerivative · entry 4 PATERSON SCOTT · CIK 0001260042 · Director 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 120,748 F5 · shares: Represents common shares withheld by the Issuer to satisfy certain Canadian tax withholding obligations upon the grant of 719 common shares reported herein. No common shares were sold by the Issuer or the reporting person. F4 · balance_after: Amount includes the following restricted share units granted by the Issuer, payable upon vesting in an equal number of Class B common shares of the Issuer: (i) 1,221 restricted share units that are scheduled to vest in three equal annual installments beginning September 13, 2017; (ii) 432 restricted share units that are scheduled to vest in two equal annual installments beginning September 15, 2017; and (iii) 253 restricted share units that are scheduled to vest on September 9, 2017. Read SEC document |
| April 01, 2017 Filed Apr 4, 2017 21:43 UTC |
PATERSON SCOTTDirector
|
GrantClass B Common Shares | 719 | $24.55 | $17,651.45 |
DisclosureSEC source: 0001567530-17-000004 · primary_doc.xml · nonDerivative · entry 3 PATERSON SCOTT · CIK 0001260042 · Director 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 120,928 F1 · shares: Director fees paid in common shares. F4 · balance_after: Amount includes the following restricted share units granted by the Issuer, payable upon vesting in an equal number of Class B common shares of the Issuer: (i) 1,221 restricted share units that are scheduled to vest in three equal annual installments beginning September 13, 2017; (ii) 432 restricted share units that are scheduled to vest in two equal annual installments beginning September 15, 2017; and (iii) 253 restricted share units that are scheduled to vest on September 9, 2017. Read SEC document |
| April 01, 2017 Filed Apr 4, 2017 21:43 UTC |
PATERSON SCOTTDirector
|
Tax withholdingClass A Common Shares | 166 | $26.64 | $4,422.24 |
DisclosureSEC source: 0001567530-17-000004 · primary_doc.xml · nonDerivative · entry 2 PATERSON SCOTT · CIK 0001260042 · Director 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 120,706 F3 · shares: Represents common shares withheld by the Issuer to satisfy certain Canadian tax withholding obligations upon the grant of 663 common shares reported herein. No common share were sold by Issuer or the reporting person. F2 · balance_after: Amount includes the following restricted share units granted by the Issuer, payable upon vesting in an equal number of Class A common shares of the Issuer: (i) 1,221 restricted share units that are scheduled to vest in three equal annual installments beginning September 13, 2017; (ii) 432 restricted share units that are scheduled to vest in two equal annual installments beginning September 15, 2017; and (iii) 253 restricted share units that are scheduled to vest on September 9, 2017. Read SEC document |
| April 01, 2017 Filed Apr 4, 2017 21:43 UTC |
PATERSON SCOTTDirector
|
GrantClass A Common Shares | 663 | $26.64 | $17,662.32 |
DisclosureSEC source: 0001567530-17-000004 · primary_doc.xml · nonDerivative · entry 1 PATERSON SCOTT · CIK 0001260042 · Director 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 120,872 F1 · shares: Director fees paid in common shares. F2 · balance_after: Amount includes the following restricted share units granted by the Issuer, payable upon vesting in an equal number of Class A common shares of the Issuer: (i) 1,221 restricted share units that are scheduled to vest in three equal annual installments beginning September 13, 2017; (ii) 432 restricted share units that are scheduled to vest in two equal annual installments beginning September 15, 2017; and (iii) 253 restricted share units that are scheduled to vest on September 9, 2017. Read SEC document |
| April 01, 2017 Filed Apr 4, 2017 21:25 UTC |
EVRENSEL ARTHURDirector
|
Tax withholdingClass B Common Shares | 24 | $24.55 | $589.20 |
DisclosureSEC source: 0001567530-17-000003 · primary_doc.xml · nonDerivative · entry 4 EVRENSEL ARTHUR · CIK 0001257243 · Director 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 22,762 F5 · shares: Represents common shares withheld by the Issuer to satisfy certain Canadian tax withholding obligations upon the grant of 334 common shares reported herein. No common shares were sold by the Issuer or the reporting person. F4 · balance_after: Amount includes the following restricted shares units granted by the Issuer, payable upon vesting in an equal number of Class B common shares of the Issuer: (i) 1,221, restricted share units that are scheduled to vest in three equal annual installments beginning September 13, 2017; (ii) 253 restricted share units that are scheduled to vest on September 9, 2017; and (iii) 432 restricted share units that are scheduled to vest in two equal annual installments beginning September 15, 2017. Read SEC document |
| April 01, 2017 Filed Apr 4, 2017 21:25 UTC |
EVRENSEL ARTHURDirector
|
GrantClass B Common Shares | 334 | $24.55 | $8,199.70 |
DisclosureSEC source: 0001567530-17-000003 · primary_doc.xml · nonDerivative · entry 3 EVRENSEL ARTHUR · CIK 0001257243 · Director 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 22,786 F1 · shares: Director fees paid in common shares. F4 · balance_after: Amount includes the following restricted shares units granted by the Issuer, payable upon vesting in an equal number of Class B common shares of the Issuer: (i) 1,221, restricted share units that are scheduled to vest in three equal annual installments beginning September 13, 2017; (ii) 253 restricted share units that are scheduled to vest on September 9, 2017; and (iii) 432 restricted share units that are scheduled to vest in two equal annual installments beginning September 15, 2017. Read SEC document |
| April 01, 2017 Filed Apr 4, 2017 21:25 UTC |
EVRENSEL ARTHURDirector
|
Tax withholdingClass A Common Shares | 22 | $26.64 | $586.08 |
DisclosureSEC source: 0001567530-17-000003 · primary_doc.xml · nonDerivative · entry 2 EVRENSEL ARTHUR · CIK 0001257243 · Director 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 22,738 F3 · shares: Represents common shares withheld by the Issuer to satisfy certain Canadian tax withholding obligations upon the grant of 308 common shares reported herein. No common shares were sold by the Issuer or the reporting person. F2 · balance_after: Amount includes the following restricted share units granted by the Issuer, payable upon vesting in an equal number of Class A common shares of the Issuer: (i) 1,221 restricted share units that are scheduled to vest in three equal annual installments beginning September 13, 2017; (ii) 253 restricted share units that are scheduled to vest on September 9, 2017; and (iii) 432 restricted share units that are scheduled to vest in two equal annual installments beginning September 15, 2017. Read SEC document |
| April 01, 2017 Filed Apr 4, 2017 21:25 UTC |
EVRENSEL ARTHURDirector
|
GrantClass A Common Shares | 308 | $26.64 | $8,205.12 |
DisclosureSEC source: 0001567530-17-000003 · primary_doc.xml · nonDerivative · entry 1 EVRENSEL ARTHUR · CIK 0001257243 · Director 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 22,760 F1 · shares: Director fees paid in common shares. F2 · balance_after: Amount includes the following restricted share units granted by the Issuer, payable upon vesting in an equal number of Class A common shares of the Issuer: (i) 1,221 restricted share units that are scheduled to vest in three equal annual installments beginning September 13, 2017; (ii) 253 restricted share units that are scheduled to vest on September 9, 2017; and (iii) 432 restricted share units that are scheduled to vest in two equal annual installments beginning September 15, 2017. Read SEC document |
| April 01, 2017 Filed Apr 4, 2017 21:09 UTC |
Crawford GordonDirector
|
GrantClass B Common Shares | 680 | $24.55 | $16,694.00 |
DisclosureSEC source: 0001567530-17-000002 · primary_doc.xml · nonDerivative · entry 2 Crawford Gordon · CIK 0001567530 · Director 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 205,095 F1 · shares: Director fees paid in common shares. F3 · balance_after: Amount includes the following restricted share units granted by the Issuer, payable upon vesting in an equal number of Class B common shares of the Issuer: (i) 1,221 restricted share units that are scheduled to vest in three equal annual installments beginning September 13, 2017; (ii) 253 restricted share units that are scheduled to vest on September 9, 2017; and (iii) 432 restricted share units that are scheduled to vest in two equal annual installments beginning September 15, 2017. Read SEC document |
| April 01, 2017 Filed Apr 4, 2017 21:09 UTC |
Crawford GordonDirector
|
GrantClass A Common Shares | 627 | $26.64 | $16,703.28 |
DisclosureSEC source: 0001567530-17-000002 · primary_doc.xml · nonDerivative · entry 1 Crawford Gordon · CIK 0001567530 · Director 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 170,042 F1 · shares: Director fees paid in common shares. F2 · balance_after: Amount includes the following restricted share units granted by the Issuer, payable upon vesting in an equal number of Class A common shares of the Issuer: (i) 1,221 restricted share units that are scheduled to vest in three equal annual installments beginning September 13, 2017; (ii) 253 restricted share units that are scheduled to vest on September 9, 2017; and (iii) 432 restricted share units that are scheduled to vest in two equal annual installments beginning September 15, 2017. Read SEC document |
| April 01, 2017 Filed Apr 4, 2017 21:08 UTC |
FINE EMILYDirector
|
GrantClass B Non-voting Shares | 652 | $24.55 | $16,006.60 |
DisclosureSEC source: 0000899243-17-009292 · doc4.xml · nonDerivative · entry 2 Fine Emily · CIK 0001658532 · Director 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 1,715 F2 · price: Director fees granted in Class B Non-Voting Shares of the Issuer. Read SEC document |
| April 01, 2017 Filed Apr 4, 2017 21:08 UTC |
FINE EMILYDirector
|
GrantClass A Voting Shares | 601 | $26.64 | $16,010.64 |
DisclosureSEC source: 0000899243-17-009292 · doc4.xml · nonDerivative · entry 1 Fine Emily · CIK 0001658532 · Director 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 1,664 F1 · price: Director fees granted in Class A Voting Shares of the Issuer. Read SEC document |
| April 01, 2017 Filed Apr 4, 2017 21:04 UTC |
RACHESKY MARK H MDDirector · 10% owner
|
GrantClass B Non-Voting Shares | 1,796 | $24.55 | $44,091.80 |
DisclosureSEC source: 0000899243-17-009289 · doc4.xml · nonDerivative · entry 2 RACHESKY MARK H MD · CIK 0001194368 · Director · 10% owner 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 32,933 F18 · price: Director fees granted in Class B Non-Voting Shares of the Issuer. F16 · balance_after: The shares reported as owned on this Form 4 do not include the shares, which the reporting persons may be deemed to beneficially own as a result of that certain Voting and Standstill Agreement, by and among the Issuer, Liberty Global Incorporated Limited, a limited company organized under the laws of England and Wales ("Liberty"), Discovery Lightning Investments Ltd., a limited company organized under the laws of England and Wales ("Discovery" and, together with Liberty, the "Buyers"), the parent companies of the Buyers, John C. Malone, Master Account, Capital Partners (100), Institutional Partners II, Institutional Partners IIA, Institutional Partners III and Fund Management, but as to which they have no pecuniary interest. Read SEC document |
| April 01, 2017 Filed Apr 4, 2017 21:04 UTC |
RACHESKY MARK H MDDirector · 10% owner
|
GrantClass A Voting Shares | 1,655 | $26.64 | $44,089.20 |
DisclosureSEC source: 0000899243-17-009289 · doc4.xml · nonDerivative · entry 1 RACHESKY MARK H MD · CIK 0001194368 · Director · 10% owner 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 32,792 F17 · price: Director fees granted in Class A Voting Shares of the Issuer. F16 · balance_after: The shares reported as owned on this Form 4 do not include the shares, which the reporting persons may be deemed to beneficially own as a result of that certain Voting and Standstill Agreement, by and among the Issuer, Liberty Global Incorporated Limited, a limited company organized under the laws of England and Wales ("Liberty"), Discovery Lightning Investments Ltd., a limited company organized under the laws of England and Wales ("Discovery" and, together with Liberty, the "Buyers"), the parent companies of the Buyers, John C. Malone, Master Account, Capital Partners (100), Institutional Partners II, Institutional Partners IIA, Institutional Partners III and Fund Management, but as to which they have no pecuniary interest. Read SEC document |
| April 01, 2017 Filed Apr 24, 2017 22:08 UTC Amendment |
EVRENSEL ARTHURDirector
|
Tax withholdingClass B Common Shares | 44 | $24.55 | $1,080.20 |
DisclosureSEC source: 0001260042-17-000002 · primary_doc.xml · nonDerivative · entry 4 EVRENSEL ARTHUR · CIK 0001257243 · Director 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 22,742 F5 · shares: Represents common shares withheld by the Issuer to satisfy certain Canadian tax withholding obligations upon the grant of 334 common shares reported herein. No common shares were sold by the Issuer or the reporting person. F4 · balance_after: Amount includes the following restricted share units granted by the Issuer, payable upon vesting in an equal number of Class B common shares of the Issuer: (i) 1,221 restricted share units that are scheduled to vest in three equal annual installments beginning September 13, 2017; (ii) 253 restricted share units that are scheduled to vest on September 9, 2017; and (iii) 432 restricted share units that are scheduled to vest in two equal annual installments beginning September 15, 2017. Read SEC document |
| April 01, 2017 Filed Apr 24, 2017 22:08 UTC Amendment |
EVRENSEL ARTHURDirector
|
GrantClass B Common Shares | 334 | $24.55 | $8,199.70 |
DisclosureSEC source: 0001260042-17-000002 · primary_doc.xml · nonDerivative · entry 3 EVRENSEL ARTHUR · CIK 0001257243 · Director 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 22,786 F1 · shares: Director fees paid in common shares. F4 · balance_after: Amount includes the following restricted share units granted by the Issuer, payable upon vesting in an equal number of Class B common shares of the Issuer: (i) 1,221 restricted share units that are scheduled to vest in three equal annual installments beginning September 13, 2017; (ii) 253 restricted share units that are scheduled to vest on September 9, 2017; and (iii) 432 restricted share units that are scheduled to vest in two equal annual installments beginning September 15, 2017. Read SEC document |
| April 01, 2017 Filed Apr 24, 2017 22:08 UTC Amendment |
EVRENSEL ARTHURDirector
|
Tax withholdingClass A Common Shares | 41 | $26.64 | $1,092.24 |
DisclosureSEC source: 0001260042-17-000002 · primary_doc.xml · nonDerivative · entry 2 EVRENSEL ARTHUR · CIK 0001257243 · Director 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 22,719 F3 · shares: Represents common shares withheld by the Issuer to satisfy certain Canadian tax withholding obligations upon the grant of 308 common shares reported herein. No common shares were sold by the Issuer or the reporting person. F2 · balance_after: Amount includes the following restricted share units granted by the Issuer, payable upon vesting in an equal number of Class A common shares of the Issuer: (i) 1,221 restricted share units that are scheduled to vest in three equal annual installments beginning September 13, 2017; (ii) 253 restricted share units that are scheduled to vest on September 9, 2017; and (iii) 432 restricted share units that are scheduled to vest in two equal annual installments beginning September 15, 2017. Read SEC document |
| April 01, 2017 Filed Apr 24, 2017 22:08 UTC Amendment |
EVRENSEL ARTHURDirector
|
GrantClass A Common Shares | 308 | $26.64 | $8,205.12 |
DisclosureSEC source: 0001260042-17-000002 · primary_doc.xml · nonDerivative · entry 1 EVRENSEL ARTHUR · CIK 0001257243 · Director 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 22,760 F1 · shares: Director fees paid in common shares. F2 · balance_after: Amount includes the following restricted share units granted by the Issuer, payable upon vesting in an equal number of Class A common shares of the Issuer: (i) 1,221 restricted share units that are scheduled to vest in three equal annual installments beginning September 13, 2017; (ii) 253 restricted share units that are scheduled to vest on September 9, 2017; and (iii) 432 restricted share units that are scheduled to vest in two equal annual installments beginning September 15, 2017. Read SEC document |
| April 01, 2017 Filed Apr 24, 2017 21:56 UTC Amendment |
PATERSON SCOTTDirector
|
Tax withholdingClass B Common Shares | 215 | $24.55 | $5,278.25 |
DisclosureSEC source: 0001260042-17-000001 · primary_doc.xml · nonDerivative · entry 4 PATERSON SCOTT · CIK 0001260042 · Director 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 120,713 F5 · shares: Represents common shares withheld by the Issuer to satisfy certain Canadian tax withholding obligations upon the grant of 719 common shares reported herein. No common shares were sold by the Issuer or the reporting person. F4 · balance_after: Amount includes the following restricted share units granted by the Issuer, payable upon vesting in an equal number of Class B common shares of the Issuer: (i) 1,221 restricted share units that are scheduled to vest in three equal annual installments beginning September 13, 2017; (ii) 432 restricted share units that are scheduled to vest in two equal annual installments beginning September 15, 2017; and (iii) 253 restricted share units that are scheduled to vest on September 9, 2017. Read SEC document |
| April 01, 2017 Filed Apr 24, 2017 21:56 UTC Amendment |
PATERSON SCOTTDirector
|
GrantClass B Common Shares | 719 | $24.55 | $17,651.45 |
DisclosureSEC source: 0001260042-17-000001 · primary_doc.xml · nonDerivative · entry 3 PATERSON SCOTT · CIK 0001260042 · Director 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 120,928 F1 · shares: Director fees paid in common shares. F4 · balance_after: Amount includes the following restricted share units granted by the Issuer, payable upon vesting in an equal number of Class B common shares of the Issuer: (i) 1,221 restricted share units that are scheduled to vest in three equal annual installments beginning September 13, 2017; (ii) 432 restricted share units that are scheduled to vest in two equal annual installments beginning September 15, 2017; and (iii) 253 restricted share units that are scheduled to vest on September 9, 2017. Read SEC document |
| April 01, 2017 Filed Apr 24, 2017 21:56 UTC Amendment |
PATERSON SCOTTDirector
|
Tax withholdingClass A Common Shares | 199 | $26.64 | $5,301.36 |
DisclosureSEC source: 0001260042-17-000001 · primary_doc.xml · nonDerivative · entry 2 PATERSON SCOTT · CIK 0001260042 · Director 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 120,673 F3 · shares: Represents common shares withheld by the Issuer to satisfy certain Canadian tax withholding obligations upon the grant of 663 common shares reported herein. No common shares were sold by the Issuer or the reporting person. Read SEC document |
| April 01, 2017 Filed Apr 24, 2017 21:56 UTC Amendment |
PATERSON SCOTTDirector
|
GrantClass A Common Shares | 663 | $26.64 | $17,662.32 |
DisclosureSEC source: 0001260042-17-000001 · primary_doc.xml · nonDerivative · entry 1 PATERSON SCOTT · CIK 0001260042 · Director 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 120,872 F1 · shares: Director fees paid in common shares. F2 · balance_after: Amount includes the following restricted share units granted by the Issuer, payable upon vesting in an equal number of Class A common shares of the Issuer: (i) 1,221 restricted share units that are scheduled to vest in three equal annual installments beginning September 13, 2017; (ii) 432 restricted share units that are scheduled to vest in two equal annual installments beginning September 15, 2017; and (iii) 253 restricted share units that are scheduled to vest on September 9, 2017. Read SEC document |
| March 09, 2017 Filed Mar 10, 2017 22:57 UTC |
Goldsmith BrianCo-Chief Operating Officer
|
GrantNon-qualified stock options (right to buy) · Derivative | 16,582 | $0.00 Strike: $37.86 | $0.00 |
DisclosureSEC source: 0001258247-17-000002 · primary_doc.xml · derivative · entry 6 Goldsmith Brian · CIK 0001558979 · Co-Chief Operating Officer 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 16,582 Underlying: Class B Common Shares · 16,582 shares Expires 2025-11-13 F7 · shares: On March 9, 2017, the reporting person vested in performance options as to 16,582 Class A common shares and 16,582 Class B common shares, as certain performance criteria for such year and tranches of vesting were met. Read SEC document |
| March 09, 2017 Filed Mar 10, 2017 22:57 UTC |
Goldsmith BrianCo-Chief Operating Officer
|
GrantNon-qualified stock options (right to buy) · Derivative | 16,582 | $0.00 Strike: $39.16 | $0.00 |
DisclosureSEC source: 0001258247-17-000002 · primary_doc.xml · derivative · entry 5 Goldsmith Brian · CIK 0001558979 · Co-Chief Operating Officer 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 16,582 Underlying: Class A Common Shares · 16,582 shares Expires 2025-11-13 F7 · shares: On March 9, 2017, the reporting person vested in performance options as to 16,582 Class A common shares and 16,582 Class B common shares, as certain performance criteria for such year and tranches of vesting were met. Read SEC document |
| March 09, 2017 Filed Mar 10, 2017 22:57 UTC |
Goldsmith BrianCo-Chief Operating Officer
|
Tax withholdingClass B Common Shares | 4,892 | $24.45 | $119,609.40 |
DisclosureSEC source: 0001258247-17-000002 · primary_doc.xml · nonDerivative · entry 4 Goldsmith Brian · CIK 0001558979 · Co-Chief Operating Officer 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 79,533 F6 · shares: Represents common shares withheld by the Issuer to satisfy certain tax withholding obligations upon the vesting of 9,375 restricted share performance units. The grant of the 9,375 restricted share performance units is reported herein and, pursuant to the Lions Gate Entertainment Corp. 2012 Performance Incentive Plan and the Issuer's policies, 4,892 Class B common shares were automatically canceled to cover certain of the reporting person's tax withholding obligations. No common shares were sold by the Issuer or the reporting person. F5 · balance_after: Amount includes 18,750 restricted share units granted by the Issuer, payable upon vesting in an equal number of Class B common shares of the Issuer, that are scheduled to vest in three equal annual installments on September 30, 2017, September 30, 2018 and September 29, 2019. Read SEC document |
| March 09, 2017 Filed Mar 10, 2017 22:57 UTC |
Goldsmith BrianCo-Chief Operating Officer
|
GrantClass B Common Shares | 9,375 | $0.00 | $0.00 |
DisclosureSEC source: 0001258247-17-000002 · primary_doc.xml · nonDerivative · entry 3 Goldsmith Brian · CIK 0001558979 · Co-Chief Operating Officer 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 84,425 F4 · shares: Shares issued upon vesting of restricted share performance units granted by the Issuer pursuant to the terms of an employment agreement with the reporting person, which are payable in an equal number of Class B common shares of the Issuer. F5 · balance_after: Amount includes 18,750 restricted share units granted by the Issuer, payable upon vesting in an equal number of Class B common shares of the Issuer, that are scheduled to vest in three equal annual installments on September 30, 2017, September 30, 2018 and September 29, 2019. Read SEC document |
| March 09, 2017 Filed Mar 10, 2017 22:57 UTC |
Goldsmith BrianCo-Chief Operating Officer
|
Tax withholdingClass A Common Shares | 4,852 | $26.23 | $127,267.96 |
DisclosureSEC source: 0001258247-17-000002 · primary_doc.xml · nonDerivative · entry 2 Goldsmith Brian · CIK 0001558979 · Co-Chief Operating Officer 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 79,573 F3 · shares: Represents common shares withheld by the Issuer to satisfy certain tax withholding obligations upon the vesting of 9,375 restricted share performance units. The grant of the 9,375 restricted share performance units is reported herein and, pursuant to the Lions Gate Entertainment Corp. 2012 Performance Incentive Plan and the Issuer's policies, 4,852 Class A common shares were automatically canceled to cover certain of the reporting person's tax withholding obligations. No common shares were sold by the Issuer or the reporting person. F2 · balance_after: Amount includes 18,750 restricted share units granted by the Issuer, payable upon vesting in an equal number of Class A common shares of the Issuer, that are scheduled to vest in three equal annual installments on September 30, 2017, September 30, 2018 and September 29, 2019. Read SEC document |
| March 09, 2017 Filed Mar 10, 2017 22:57 UTC |
Goldsmith BrianCo-Chief Operating Officer
|
GrantClass A Common Shares | 9,375 | $0.00 | $0.00 |
DisclosureSEC source: 0001258247-17-000002 · primary_doc.xml · nonDerivative · entry 1 Goldsmith Brian · CIK 0001558979 · Co-Chief Operating Officer 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 84,425 F1 · shares: Shares issued upon vesting of restricted share performance units granted by the Issuer pursuant to the terms of an employment agreement with the reporting person, which are payable in an equal number of Class A common shares of the Issuer. F2 · balance_after: Amount includes 18,750 restricted share units granted by the Issuer, payable upon vesting in an equal number of Class A common shares of the Issuer, that are scheduled to vest in three equal annual installments on September 30, 2017, September 30, 2018 and September 29, 2019. Read SEC document |
| March 09, 2017 Filed Mar 10, 2017 22:22 UTC |
LEVIN WAYNEGeneral Counsel and CSO
|
GrantNon-qualified stock options (right to buy) · Derivative | 16,582 | $0.00 Strike: $37.86 | $0.00 |
DisclosureSEC source: 0001258247-17-000001 · primary_doc.xml · derivative · entry 6 LEVIN WAYNE · CIK 0001258247 · General Counsel and CSO 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 16,582 Underlying: Class B Common Shares · 16,582 shares Expires 2025-11-13 F7 · shares: On March 9, 2017, the reporting person vested in performance options as to 16,582 Class A Common Shares and 16,582 Class B Common Shares, as certain performance criteria for such year and tranches of vesting were met. Read SEC document |
| March 09, 2017 Filed Mar 10, 2017 22:22 UTC |
LEVIN WAYNEGeneral Counsel and CSO
|
GrantNon-qualified stock options (right to buy) · Derivative | 16,582 | $0.00 Strike: $39.16 | $0.00 |
DisclosureSEC source: 0001258247-17-000001 · primary_doc.xml · derivative · entry 5 LEVIN WAYNE · CIK 0001258247 · General Counsel and CSO 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 16,582 Underlying: Class A Common Shares · 16,582 shares Expires 2025-11-13 F7 · shares: On March 9, 2017, the reporting person vested in performance options as to 16,582 Class A Common Shares and 16,582 Class B Common Shares, as certain performance criteria for such year and tranches of vesting were met. Read SEC document |
| March 09, 2017 Filed Mar 10, 2017 22:22 UTC |
LEVIN WAYNEGeneral Counsel and CSO
|
Tax withholdingClass B Common Shares | 3,523 | $24.45 | $86,137.35 |
DisclosureSEC source: 0001258247-17-000001 · primary_doc.xml · nonDerivative · entry 4 LEVIN WAYNE · CIK 0001258247 · General Counsel and CSO 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 102,387 F6 · shares: Represents common shares withheld by the Issuer to satisfy certain tax withholding obligations upon the vesting of 9,375 restricted share performance units. The grant of the 9,375 restricted share performance units is reported herein and, pursuant to the Lions Gate Entertainment Corp. 2012 Performance Incentive Plan and the Issuer's policies, 3,523 Class B common shares were automatically canceled to cover certain of the reporting person's tax withholding obligations. No common shares were sold by the Issuer or the reporting person. F5 · balance_after: Amount includes 18,750 restricted share units granted by the Issuer, payable upon vesting in an equal number of Class B common shares of the Issuer, that are scheduled to vest in three equal annual installments beginning November 13, 2017. Read SEC document |
| March 09, 2017 Filed Mar 10, 2017 22:22 UTC |
LEVIN WAYNEGeneral Counsel and CSO
|
GrantClass B Common Shares | 9,375 | $0.00 | $0.00 |
DisclosureSEC source: 0001258247-17-000001 · primary_doc.xml · nonDerivative · entry 3 LEVIN WAYNE · CIK 0001258247 · General Counsel and CSO 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 105,910 F4 · shares: Shares issued upon vesting of restricted share performance units granted by the Issuer pursuant to the terms of an employment agreement with the reporting person, which are payable in an equal number of Class B common shares of the Issuer. F5 · balance_after: Amount includes 18,750 restricted share units granted by the Issuer, payable upon vesting in an equal number of Class B common shares of the Issuer, that are scheduled to vest in three equal annual installments beginning November 13, 2017. Read SEC document |
| March 09, 2017 Filed Mar 10, 2017 22:22 UTC |
LEVIN WAYNEGeneral Counsel and CSO
|
Tax withholdingClass A Common Shares | 3,515 | $26.23 | $92,198.45 |
DisclosureSEC source: 0001258247-17-000001 · primary_doc.xml · nonDerivative · entry 2 LEVIN WAYNE · CIK 0001258247 · General Counsel and CSO 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 102,395 F3 · shares: Represents common shares withheld by the Issuer to satisfy certain tax withholding obligations upon the vesting of 9,375 restricted share performance units. The grant of the 9,375 restricted share performance units is reported herein and, pursuant to the Lions Gate Entertainment Corp. 2012 Performance Incentive Plan and the Issuer's policies, 3,515 Class A common shares were automatically canceled to cover certain of the reporting person's tax withholding obligations. No common shares were sold by the Issuer or the reporting person. F2 · balance_after: Amount includes 18,750 restricted share units granted by the Issuer, payable upon vesting in an equal number of Class A common shares of the Issuer, that are scheduled to vest in three equal annual installments beginning November 13, 2017. Read SEC document |
| March 09, 2017 Filed Mar 10, 2017 22:22 UTC |
LEVIN WAYNEGeneral Counsel and CSO
|
GrantClass A Common Shares | 9,375 | $0.00 | $0.00 |
DisclosureSEC source: 0001258247-17-000001 · primary_doc.xml · nonDerivative · entry 1 LEVIN WAYNE · CIK 0001258247 · General Counsel and CSO 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 105,910 F1 · shares: Shares issued upon vesting of restricted share performance units granted by the Issuer pursuant to the terms of an employment agreement with the reporting person, which are payable in an equal number of Class A common shares of the Issuer. F2 · balance_after: Amount includes 18,750 restricted share units granted by the Issuer, payable upon vesting in an equal number of Class A common shares of the Issuer, that are scheduled to vest in three equal annual installments beginning November 13, 2017. Read SEC document |
| February 10, 2017 Filed Feb 14, 2017 01:35 UTC |
Liberty Global Ltd.10% owner
Liberty Global Ventures Ltd10% owner
|
OtherVariable Pre-paid Forward Transaction · Derivative | 2,500,000 | Not disclosed | Not disclosed |
DisclosureSEC source: 0000947871-17-000114 · ss30893_4.xml · derivative · entry 5 Liberty Global plc · CIK 0001570585 · 10% owner Liberty Global Inc Ltd · CIK 0001658493 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · Through wholly-owned subsidiary Disclosed balance after: 2,500,000 Underlying: Units of Class A Voting Shares and Class B Non-Voting Shares · 2,500,000 shares Expires not disclosed F1 · derivative.exercise_price: Pursuant to a reclassification exempt under Rule 16b-7, each common share, no par value (the "Common Shares"), was reclassified (the "Reclassification") into 0.5 Class A voting shares, no par value (the "Class A Voting Shares"), and 0.5 Class B non-voting shares, no par value (the "Class B Non-Voting Shares"). F1 · price: Pursuant to a reclassification exempt under Rule 16b-7, each common share, no par value (the "Common Shares"), was reclassified (the "Reclassification") into 0.5 Class A voting shares, no par value (the "Class A Voting Shares"), and 0.5 Class B non-voting shares, no par value (the "Class B Non-Voting Shares"). F2 · price: As reported on a previously filed Form 4, on November 12, 2015, Liberty Global Incorporated Limited ("Liberty"), a wholly-owned subsidiary of Liberty Global plc, entered into a Variable Pre-paid Forward Transaction (the "Transaction") with an unaffiliated bank (the "Bank") relating to 2,500,000 Common Shares. In connection with the Reclassification, pursuant to a notice dated February 10, 2017 given by the Bank as calculation agent, the terms of the Transaction were adjusted to reflect the Reclassification with no change to the economic rights and obligations of either Liberty or the Bank. F3 · price: As adjusted, the Transaction relates to units consisting of 0.50 shares of the Class A Voting Shares and 0.5 shares of the Class B Non-Voting Shares and continues to be divided into three individual tranches (each a "Tranche") with each Tranche divided into 25 individual components (each a "Component") designated by a valuation date; the Components for Tranche 1 are the 25 trading days from July 25, 2019 through August 28, 2019, inclusive; the Components for Tranche 2 are the 25 trading days from October 23, 2020 through November 30, 2020, inclusive; and the Components for Tranche 3 are the 25 trading days from January 25, 2022 through March 1, 2022, inclusive. F4 · price: On the settlement date for each Component, Liberty will be obligated to deliver to the Bank, at Liberty's election and subject to the terms of the Transaction, Class A Voting Shares and Class B Non-Voting Shares determined as follows or an equivalent amount in cash: (a) if the sum of the volume weighted average trading price per Class A Voting Share multiplied by 0.50 and the volume weighted average trading price per Class B Non-Voting Share multiplied by 0.5 on the valuation date for the relevant Component (the "Settlement Price") is less than $33.167 (the "Forward Floor Price"), 16,667 Class A Voting Shares and 16,667 Class B Non-Voting Shares (or, in the case of the last Component in each Tranche, (A) in the case of each of Tranche 1 and 2, 16,658.5 Class A Voting Shares and 16,658.5 Class B Non-Voting Shares, and (B) in the case of Tranche 3, 16,659 Class A Voting Shares and 16,659 Class B Non-Voting Shares) (the "Number of Shares"); F5 · price: (b) if the Settlement Price is greater than the Forward Floor Price but less than or equal to $52.677 (the "Forward Cap Price"), the Number of Shares multiplied by the Forward Floor Price divided by the Settlement Price; and (c) if the Settlement Price is greater than the Forward Cap Price, the Number of Shares multiplied by (1 - ((Forward Cap Price - Forward Floor Price), divided by the Settlement Price)) (the number of Class A Voting Shares and Class B Non-Voting Shares to be delivered by Liberty pursuant to clause (a), (b) or (c), in each case, the "Number of Shares to be Delivered"). F6 · price: Notwithstanding the foregoing, if the Number of Shares to be Delivered includes fractional shares, and Liberty elects to effect physical delivery of such shares, Liberty shall deliver to Bank (A) Class A Voting Shares and Class B Non-Voting Shares, in each case, in an amount equal to the Number of Shares to be Delivered, rounded down to the nearest whole number, and (B) an amount of cash equal to the value of the fractional Class A Voting Share and the fractional Class B Non-Voting Share. F7 · price: As reported on a previously filed Form 4, in exchange for assuming this obligation, Liberty received a cash payment of $70,889,585.00 as of the date of entering into the Transaction. Liberty pledged 2,500,000 Common Shares to the Bank to secure its obligations under the Transaction; in connection with the Reclassification, such pledged Common Shares were replaced by a pledge by Liberty of 1,250,000 Class A Voting Shares and 1,250,000 Class B Non-Voting Shares (collectively, the "Pledged Shares"). In most circumstances, Liberty retained voting rights in the Pledged Shares during the term of the pledge, but Liberty is obligated to share with the Bank the economic benefit of any dividends paid during the term of the pledge based on a formula that takes into account a theoretical hedging position by the Bank. F1 · derivative.exercise_date: Pursuant to a reclassification exempt under Rule 16b-7, each common share, no par value (the "Common Shares"), was reclassified (the "Reclassification") into 0.5 Class A voting shares, no par value (the "Class A Voting Shares"), and 0.5 Class B non-voting shares, no par value (the "Class B Non-Voting Shares"). F2 · derivative.exercise_date: As reported on a previously filed Form 4, on November 12, 2015, Liberty Global Incorporated Limited ("Liberty"), a wholly-owned subsidiary of Liberty Global plc, entered into a Variable Pre-paid Forward Transaction (the "Transaction") with an unaffiliated bank (the "Bank") relating to 2,500,000 Common Shares. In connection with the Reclassification, pursuant to a notice dated February 10, 2017 given by the Bank as calculation agent, the terms of the Transaction were adjusted to reflect the Reclassification with no change to the economic rights and obligations of either Liberty or the Bank. F3 · derivative.exercise_date: As adjusted, the Transaction relates to units consisting of 0.50 shares of the Class A Voting Shares and 0.5 shares of the Class B Non-Voting Shares and continues to be divided into three individual tranches (each a "Tranche") with each Tranche divided into 25 individual components (each a "Component") designated by a valuation date; the Components for Tranche 1 are the 25 trading days from July 25, 2019 through August 28, 2019, inclusive; the Components for Tranche 2 are the 25 trading days from October 23, 2020 through November 30, 2020, inclusive; and the Components for Tranche 3 are the 25 trading days from January 25, 2022 through March 1, 2022, inclusive. F4 · derivative.exercise_date: On the settlement date for each Component, Liberty will be obligated to deliver to the Bank, at Liberty's election and subject to the terms of the Transaction, Class A Voting Shares and Class B Non-Voting Shares determined as follows or an equivalent amount in cash: (a) if the sum of the volume weighted average trading price per Class A Voting Share multiplied by 0.50 and the volume weighted average trading price per Class B Non-Voting Share multiplied by 0.5 on the valuation date for the relevant Component (the "Settlement Price") is less than $33.167 (the "Forward Floor Price"), 16,667 Class A Voting Shares and 16,667 Class B Non-Voting Shares (or, in the case of the last Component in each Tranche, (A) in the case of each of Tranche 1 and 2, 16,658.5 Class A Voting Shares and 16,658.5 Class B Non-Voting Shares, and (B) in the case of Tranche 3, 16,659 Class A Voting Shares and 16,659 Class B Non-Voting Shares) (the "Number of Shares"); F5 · derivative.exercise_date: (b) if the Settlement Price is greater than the Forward Floor Price but less than or equal to $52.677 (the "Forward Cap Price"), the Number of Shares multiplied by the Forward Floor Price divided by the Settlement Price; and (c) if the Settlement Price is greater than the Forward Cap Price, the Number of Shares multiplied by (1 - ((Forward Cap Price - Forward Floor Price), divided by the Settlement Price)) (the number of Class A Voting Shares and Class B Non-Voting Shares to be delivered by Liberty pursuant to clause (a), (b) or (c), in each case, the "Number of Shares to be Delivered"). F6 · derivative.exercise_date: Notwithstanding the foregoing, if the Number of Shares to be Delivered includes fractional shares, and Liberty elects to effect physical delivery of such shares, Liberty shall deliver to Bank (A) Class A Voting Shares and Class B Non-Voting Shares, in each case, in an amount equal to the Number of Shares to be Delivered, rounded down to the nearest whole number, and (B) an amount of cash equal to the value of the fractional Class A Voting Share and the fractional Class B Non-Voting Share. F7 · derivative.exercise_date: As reported on a previously filed Form 4, in exchange for assuming this obligation, Liberty received a cash payment of $70,889,585.00 as of the date of entering into the Transaction. Liberty pledged 2,500,000 Common Shares to the Bank to secure its obligations under the Transaction; in connection with the Reclassification, such pledged Common Shares were replaced by a pledge by Liberty of 1,250,000 Class A Voting Shares and 1,250,000 Class B Non-Voting Shares (collectively, the "Pledged Shares"). In most circumstances, Liberty retained voting rights in the Pledged Shares during the term of the pledge, but Liberty is obligated to share with the Bank the economic benefit of any dividends paid during the term of the pledge based on a formula that takes into account a theoretical hedging position by the Bank. F1 · derivative.expiration_date: Pursuant to a reclassification exempt under Rule 16b-7, each common share, no par value (the "Common Shares"), was reclassified (the "Reclassification") into 0.5 Class A voting shares, no par value (the "Class A Voting Shares"), and 0.5 Class B non-voting shares, no par value (the "Class B Non-Voting Shares"). F2 · derivative.expiration_date: As reported on a previously filed Form 4, on November 12, 2015, Liberty Global Incorporated Limited ("Liberty"), a wholly-owned subsidiary of Liberty Global plc, entered into a Variable Pre-paid Forward Transaction (the "Transaction") with an unaffiliated bank (the "Bank") relating to 2,500,000 Common Shares. In connection with the Reclassification, pursuant to a notice dated February 10, 2017 given by the Bank as calculation agent, the terms of the Transaction were adjusted to reflect the Reclassification with no change to the economic rights and obligations of either Liberty or the Bank. F3 · derivative.expiration_date: As adjusted, the Transaction relates to units consisting of 0.50 shares of the Class A Voting Shares and 0.5 shares of the Class B Non-Voting Shares and continues to be divided into three individual tranches (each a "Tranche") with each Tranche divided into 25 individual components (each a "Component") designated by a valuation date; the Components for Tranche 1 are the 25 trading days from July 25, 2019 through August 28, 2019, inclusive; the Components for Tranche 2 are the 25 trading days from October 23, 2020 through November 30, 2020, inclusive; and the Components for Tranche 3 are the 25 trading days from January 25, 2022 through March 1, 2022, inclusive. F4 · derivative.expiration_date: On the settlement date for each Component, Liberty will be obligated to deliver to the Bank, at Liberty's election and subject to the terms of the Transaction, Class A Voting Shares and Class B Non-Voting Shares determined as follows or an equivalent amount in cash: (a) if the sum of the volume weighted average trading price per Class A Voting Share multiplied by 0.50 and the volume weighted average trading price per Class B Non-Voting Share multiplied by 0.5 on the valuation date for the relevant Component (the "Settlement Price") is less than $33.167 (the "Forward Floor Price"), 16,667 Class A Voting Shares and 16,667 Class B Non-Voting Shares (or, in the case of the last Component in each Tranche, (A) in the case of each of Tranche 1 and 2, 16,658.5 Class A Voting Shares and 16,658.5 Class B Non-Voting Shares, and (B) in the case of Tranche 3, 16,659 Class A Voting Shares and 16,659 Class B Non-Voting Shares) (the "Number of Shares"); F5 · derivative.expiration_date: (b) if the Settlement Price is greater than the Forward Floor Price but less than or equal to $52.677 (the "Forward Cap Price"), the Number of Shares multiplied by the Forward Floor Price divided by the Settlement Price; and (c) if the Settlement Price is greater than the Forward Cap Price, the Number of Shares multiplied by (1 - ((Forward Cap Price - Forward Floor Price), divided by the Settlement Price)) (the number of Class A Voting Shares and Class B Non-Voting Shares to be delivered by Liberty pursuant to clause (a), (b) or (c), in each case, the "Number of Shares to be Delivered"). F6 · derivative.expiration_date: Notwithstanding the foregoing, if the Number of Shares to be Delivered includes fractional shares, and Liberty elects to effect physical delivery of such shares, Liberty shall deliver to Bank (A) Class A Voting Shares and Class B Non-Voting Shares, in each case, in an amount equal to the Number of Shares to be Delivered, rounded down to the nearest whole number, and (B) an amount of cash equal to the value of the fractional Class A Voting Share and the fractional Class B Non-Voting Share. F7 · derivative.expiration_date: As reported on a previously filed Form 4, in exchange for assuming this obligation, Liberty received a cash payment of $70,889,585.00 as of the date of entering into the Transaction. Liberty pledged 2,500,000 Common Shares to the Bank to secure its obligations under the Transaction; in connection with the Reclassification, such pledged Common Shares were replaced by a pledge by Liberty of 1,250,000 Class A Voting Shares and 1,250,000 Class B Non-Voting Shares (collectively, the "Pledged Shares"). In most circumstances, Liberty retained voting rights in the Pledged Shares during the term of the pledge, but Liberty is obligated to share with the Bank the economic benefit of any dividends paid during the term of the pledge based on a formula that takes into account a theoretical hedging position by the Bank. Read SEC document |
| February 10, 2017 Filed Feb 14, 2017 01:35 UTC |
Liberty Global Ltd.10% owner
Liberty Global Ventures Ltd10% owner
|
OtherVariable Pre-paid Forward Transaction · Derivative | 2,500,000 | Not disclosed | Not disclosed |
DisclosureSEC source: 0000947871-17-000114 · ss30893_4.xml · derivative · entry 4 Liberty Global plc · CIK 0001570585 · 10% owner Liberty Global Inc Ltd · CIK 0001658493 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · Through wholly-owned subsidiary Disclosed balance after: 0 Underlying: Common Shares · 2,500,000 shares Expires not disclosed F1 · derivative.exercise_price: Pursuant to a reclassification exempt under Rule 16b-7, each common share, no par value (the "Common Shares"), was reclassified (the "Reclassification") into 0.5 Class A voting shares, no par value (the "Class A Voting Shares"), and 0.5 Class B non-voting shares, no par value (the "Class B Non-Voting Shares"). F1 · price: Pursuant to a reclassification exempt under Rule 16b-7, each common share, no par value (the "Common Shares"), was reclassified (the "Reclassification") into 0.5 Class A voting shares, no par value (the "Class A Voting Shares"), and 0.5 Class B non-voting shares, no par value (the "Class B Non-Voting Shares"). F2 · price: As reported on a previously filed Form 4, on November 12, 2015, Liberty Global Incorporated Limited ("Liberty"), a wholly-owned subsidiary of Liberty Global plc, entered into a Variable Pre-paid Forward Transaction (the "Transaction") with an unaffiliated bank (the "Bank") relating to 2,500,000 Common Shares. In connection with the Reclassification, pursuant to a notice dated February 10, 2017 given by the Bank as calculation agent, the terms of the Transaction were adjusted to reflect the Reclassification with no change to the economic rights and obligations of either Liberty or the Bank. F3 · price: As adjusted, the Transaction relates to units consisting of 0.50 shares of the Class A Voting Shares and 0.5 shares of the Class B Non-Voting Shares and continues to be divided into three individual tranches (each a "Tranche") with each Tranche divided into 25 individual components (each a "Component") designated by a valuation date; the Components for Tranche 1 are the 25 trading days from July 25, 2019 through August 28, 2019, inclusive; the Components for Tranche 2 are the 25 trading days from October 23, 2020 through November 30, 2020, inclusive; and the Components for Tranche 3 are the 25 trading days from January 25, 2022 through March 1, 2022, inclusive. F4 · price: On the settlement date for each Component, Liberty will be obligated to deliver to the Bank, at Liberty's election and subject to the terms of the Transaction, Class A Voting Shares and Class B Non-Voting Shares determined as follows or an equivalent amount in cash: (a) if the sum of the volume weighted average trading price per Class A Voting Share multiplied by 0.50 and the volume weighted average trading price per Class B Non-Voting Share multiplied by 0.5 on the valuation date for the relevant Component (the "Settlement Price") is less than $33.167 (the "Forward Floor Price"), 16,667 Class A Voting Shares and 16,667 Class B Non-Voting Shares (or, in the case of the last Component in each Tranche, (A) in the case of each of Tranche 1 and 2, 16,658.5 Class A Voting Shares and 16,658.5 Class B Non-Voting Shares, and (B) in the case of Tranche 3, 16,659 Class A Voting Shares and 16,659 Class B Non-Voting Shares) (the "Number of Shares"); F5 · price: (b) if the Settlement Price is greater than the Forward Floor Price but less than or equal to $52.677 (the "Forward Cap Price"), the Number of Shares multiplied by the Forward Floor Price divided by the Settlement Price; and (c) if the Settlement Price is greater than the Forward Cap Price, the Number of Shares multiplied by (1 - ((Forward Cap Price - Forward Floor Price), divided by the Settlement Price)) (the number of Class A Voting Shares and Class B Non-Voting Shares to be delivered by Liberty pursuant to clause (a), (b) or (c), in each case, the "Number of Shares to be Delivered"). F6 · price: Notwithstanding the foregoing, if the Number of Shares to be Delivered includes fractional shares, and Liberty elects to effect physical delivery of such shares, Liberty shall deliver to Bank (A) Class A Voting Shares and Class B Non-Voting Shares, in each case, in an amount equal to the Number of Shares to be Delivered, rounded down to the nearest whole number, and (B) an amount of cash equal to the value of the fractional Class A Voting Share and the fractional Class B Non-Voting Share. F7 · price: As reported on a previously filed Form 4, in exchange for assuming this obligation, Liberty received a cash payment of $70,889,585.00 as of the date of entering into the Transaction. Liberty pledged 2,500,000 Common Shares to the Bank to secure its obligations under the Transaction; in connection with the Reclassification, such pledged Common Shares were replaced by a pledge by Liberty of 1,250,000 Class A Voting Shares and 1,250,000 Class B Non-Voting Shares (collectively, the "Pledged Shares"). In most circumstances, Liberty retained voting rights in the Pledged Shares during the term of the pledge, but Liberty is obligated to share with the Bank the economic benefit of any dividends paid during the term of the pledge based on a formula that takes into account a theoretical hedging position by the Bank. F1 · derivative.exercise_date: Pursuant to a reclassification exempt under Rule 16b-7, each common share, no par value (the "Common Shares"), was reclassified (the "Reclassification") into 0.5 Class A voting shares, no par value (the "Class A Voting Shares"), and 0.5 Class B non-voting shares, no par value (the "Class B Non-Voting Shares"). F2 · derivative.exercise_date: As reported on a previously filed Form 4, on November 12, 2015, Liberty Global Incorporated Limited ("Liberty"), a wholly-owned subsidiary of Liberty Global plc, entered into a Variable Pre-paid Forward Transaction (the "Transaction") with an unaffiliated bank (the "Bank") relating to 2,500,000 Common Shares. In connection with the Reclassification, pursuant to a notice dated February 10, 2017 given by the Bank as calculation agent, the terms of the Transaction were adjusted to reflect the Reclassification with no change to the economic rights and obligations of either Liberty or the Bank. F3 · derivative.exercise_date: As adjusted, the Transaction relates to units consisting of 0.50 shares of the Class A Voting Shares and 0.5 shares of the Class B Non-Voting Shares and continues to be divided into three individual tranches (each a "Tranche") with each Tranche divided into 25 individual components (each a "Component") designated by a valuation date; the Components for Tranche 1 are the 25 trading days from July 25, 2019 through August 28, 2019, inclusive; the Components for Tranche 2 are the 25 trading days from October 23, 2020 through November 30, 2020, inclusive; and the Components for Tranche 3 are the 25 trading days from January 25, 2022 through March 1, 2022, inclusive. F4 · derivative.exercise_date: On the settlement date for each Component, Liberty will be obligated to deliver to the Bank, at Liberty's election and subject to the terms of the Transaction, Class A Voting Shares and Class B Non-Voting Shares determined as follows or an equivalent amount in cash: (a) if the sum of the volume weighted average trading price per Class A Voting Share multiplied by 0.50 and the volume weighted average trading price per Class B Non-Voting Share multiplied by 0.5 on the valuation date for the relevant Component (the "Settlement Price") is less than $33.167 (the "Forward Floor Price"), 16,667 Class A Voting Shares and 16,667 Class B Non-Voting Shares (or, in the case of the last Component in each Tranche, (A) in the case of each of Tranche 1 and 2, 16,658.5 Class A Voting Shares and 16,658.5 Class B Non-Voting Shares, and (B) in the case of Tranche 3, 16,659 Class A Voting Shares and 16,659 Class B Non-Voting Shares) (the "Number of Shares"); F5 · derivative.exercise_date: (b) if the Settlement Price is greater than the Forward Floor Price but less than or equal to $52.677 (the "Forward Cap Price"), the Number of Shares multiplied by the Forward Floor Price divided by the Settlement Price; and (c) if the Settlement Price is greater than the Forward Cap Price, the Number of Shares multiplied by (1 - ((Forward Cap Price - Forward Floor Price), divided by the Settlement Price)) (the number of Class A Voting Shares and Class B Non-Voting Shares to be delivered by Liberty pursuant to clause (a), (b) or (c), in each case, the "Number of Shares to be Delivered"). F6 · derivative.exercise_date: Notwithstanding the foregoing, if the Number of Shares to be Delivered includes fractional shares, and Liberty elects to effect physical delivery of such shares, Liberty shall deliver to Bank (A) Class A Voting Shares and Class B Non-Voting Shares, in each case, in an amount equal to the Number of Shares to be Delivered, rounded down to the nearest whole number, and (B) an amount of cash equal to the value of the fractional Class A Voting Share and the fractional Class B Non-Voting Share. F7 · derivative.exercise_date: As reported on a previously filed Form 4, in exchange for assuming this obligation, Liberty received a cash payment of $70,889,585.00 as of the date of entering into the Transaction. Liberty pledged 2,500,000 Common Shares to the Bank to secure its obligations under the Transaction; in connection with the Reclassification, such pledged Common Shares were replaced by a pledge by Liberty of 1,250,000 Class A Voting Shares and 1,250,000 Class B Non-Voting Shares (collectively, the "Pledged Shares"). In most circumstances, Liberty retained voting rights in the Pledged Shares during the term of the pledge, but Liberty is obligated to share with the Bank the economic benefit of any dividends paid during the term of the pledge based on a formula that takes into account a theoretical hedging position by the Bank. F1 · derivative.expiration_date: Pursuant to a reclassification exempt under Rule 16b-7, each common share, no par value (the "Common Shares"), was reclassified (the "Reclassification") into 0.5 Class A voting shares, no par value (the "Class A Voting Shares"), and 0.5 Class B non-voting shares, no par value (the "Class B Non-Voting Shares"). F2 · derivative.expiration_date: As reported on a previously filed Form 4, on November 12, 2015, Liberty Global Incorporated Limited ("Liberty"), a wholly-owned subsidiary of Liberty Global plc, entered into a Variable Pre-paid Forward Transaction (the "Transaction") with an unaffiliated bank (the "Bank") relating to 2,500,000 Common Shares. In connection with the Reclassification, pursuant to a notice dated February 10, 2017 given by the Bank as calculation agent, the terms of the Transaction were adjusted to reflect the Reclassification with no change to the economic rights and obligations of either Liberty or the Bank. F3 · derivative.expiration_date: As adjusted, the Transaction relates to units consisting of 0.50 shares of the Class A Voting Shares and 0.5 shares of the Class B Non-Voting Shares and continues to be divided into three individual tranches (each a "Tranche") with each Tranche divided into 25 individual components (each a "Component") designated by a valuation date; the Components for Tranche 1 are the 25 trading days from July 25, 2019 through August 28, 2019, inclusive; the Components for Tranche 2 are the 25 trading days from October 23, 2020 through November 30, 2020, inclusive; and the Components for Tranche 3 are the 25 trading days from January 25, 2022 through March 1, 2022, inclusive. F4 · derivative.expiration_date: On the settlement date for each Component, Liberty will be obligated to deliver to the Bank, at Liberty's election and subject to the terms of the Transaction, Class A Voting Shares and Class B Non-Voting Shares determined as follows or an equivalent amount in cash: (a) if the sum of the volume weighted average trading price per Class A Voting Share multiplied by 0.50 and the volume weighted average trading price per Class B Non-Voting Share multiplied by 0.5 on the valuation date for the relevant Component (the "Settlement Price") is less than $33.167 (the "Forward Floor Price"), 16,667 Class A Voting Shares and 16,667 Class B Non-Voting Shares (or, in the case of the last Component in each Tranche, (A) in the case of each of Tranche 1 and 2, 16,658.5 Class A Voting Shares and 16,658.5 Class B Non-Voting Shares, and (B) in the case of Tranche 3, 16,659 Class A Voting Shares and 16,659 Class B Non-Voting Shares) (the "Number of Shares"); F5 · derivative.expiration_date: (b) if the Settlement Price is greater than the Forward Floor Price but less than or equal to $52.677 (the "Forward Cap Price"), the Number of Shares multiplied by the Forward Floor Price divided by the Settlement Price; and (c) if the Settlement Price is greater than the Forward Cap Price, the Number of Shares multiplied by (1 - ((Forward Cap Price - Forward Floor Price), divided by the Settlement Price)) (the number of Class A Voting Shares and Class B Non-Voting Shares to be delivered by Liberty pursuant to clause (a), (b) or (c), in each case, the "Number of Shares to be Delivered"). F6 · derivative.expiration_date: Notwithstanding the foregoing, if the Number of Shares to be Delivered includes fractional shares, and Liberty elects to effect physical delivery of such shares, Liberty shall deliver to Bank (A) Class A Voting Shares and Class B Non-Voting Shares, in each case, in an amount equal to the Number of Shares to be Delivered, rounded down to the nearest whole number, and (B) an amount of cash equal to the value of the fractional Class A Voting Share and the fractional Class B Non-Voting Share. F7 · derivative.expiration_date: As reported on a previously filed Form 4, in exchange for assuming this obligation, Liberty received a cash payment of $70,889,585.00 as of the date of entering into the Transaction. Liberty pledged 2,500,000 Common Shares to the Bank to secure its obligations under the Transaction; in connection with the Reclassification, such pledged Common Shares were replaced by a pledge by Liberty of 1,250,000 Class A Voting Shares and 1,250,000 Class B Non-Voting Shares (collectively, the "Pledged Shares"). In most circumstances, Liberty retained voting rights in the Pledged Shares during the term of the pledge, but Liberty is obligated to share with the Bank the economic benefit of any dividends paid during the term of the pledge based on a formula that takes into account a theoretical hedging position by the Bank. Read SEC document |
| February 10, 2017 Filed Feb 13, 2017 21:42 UTC |
Warner Bros. Discovery, Inc.10% owner · See Remarks
Discovery Lightning Investments LTD10% owner · See Remarks
|
OtherPut option (right to sell) · Derivative | 2,500,000 | Not disclosed Strike: $33.17 | Not disclosed |
DisclosureSEC source: 0001209191-17-010035 · doc4.xml · derivative · entry 7 Discovery Communications, Inc. · CIK 0001437107 · 10% owner · See Remarks Discovery Lightning Investments LTD · CIK 0001658101 · 10% owner · See Remarks Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · By subsidiary Disclosed balance after: 2,500,000 Underlying: Units of Class A Voting Shares and Class B Non-Voting Shares · 2,500,000 shares Expires not disclosed F3 · kind: As reported on a previously filed Form 4, on November 12, 2015, Discovery Lightning Investments Limited ("Discovery"), a wholly-owned subsidiary of Discovery Communications Inc., entered into a Collar Transaction (the "Transaction") with an unaffiliated bank (the "Bank"), pursuant to which Discovery wrote covered call options and purchased put options over an aggregate of 2,500,000 Common Shares. F4 · kind: In connection with the Reclassification, pursuant to a notice dated February 10, 2017 given by the Bank, the terms of the Transaction were adjusted in a transaction exempt under Rule 16b-7 to reflect the Reclassification, with no changes to the economic rights and obligations of either Discovery or the Bank. As adjusted, the Transaction relates to 2,500,000 units, each consisting of 0.5 Class A Voting Shares and 0.5 Class B Non-Voting Shares, for an aggregate of 1,250,000 Class A Voting Shares and 1,250,000 Class B Non-Voting Shares. F4 · shares: In connection with the Reclassification, pursuant to a notice dated February 10, 2017 given by the Bank, the terms of the Transaction were adjusted in a transaction exempt under Rule 16b-7 to reflect the Reclassification, with no changes to the economic rights and obligations of either Discovery or the Bank. As adjusted, the Transaction relates to 2,500,000 units, each consisting of 0.5 Class A Voting Shares and 0.5 Class B Non-Voting Shares, for an aggregate of 1,250,000 Class A Voting Shares and 1,250,000 Class B Non-Voting Shares. F4 · price: In connection with the Reclassification, pursuant to a notice dated February 10, 2017 given by the Bank, the terms of the Transaction were adjusted in a transaction exempt under Rule 16b-7 to reflect the Reclassification, with no changes to the economic rights and obligations of either Discovery or the Bank. As adjusted, the Transaction relates to 2,500,000 units, each consisting of 0.5 Class A Voting Shares and 0.5 Class B Non-Voting Shares, for an aggregate of 1,250,000 Class A Voting Shares and 1,250,000 Class B Non-Voting Shares. F5 · price: The Transaction continues to be divided into three individual tranches (each a "Tranche") with each Tranche divided into 25 individual components (each a "Component"); the expiration dates of the options included in the Components constituting Tranche 1 are the 25 trading days from July 25, 2019 through August 28, 2019, inclusive; the expiration dates of the options included in the Components constituting Tranche 2 are the 25 trading days from October 23, 2020 through November 30, 2020, inclusive; and the expiration dates of the Components constituting Tranche 3 are the 25 trading days from January 25, 2022 through March 1, 2022, inclusive. F6 · price: Each Component relates to 16,667 Class A Voting Shares and 16,667 Class B Non-Voting Shares (or, in the case of the options included in the Components having the final expiration date for each Tranche, 16,658.5 Class A Voting Shares and 16,658.5 Class B Non-Voting Shares) in the case of Tranche 1 and Tranche 2 and 16,659 Class A Voting Shares and 16,659 Class B Non-Voting Shares in the case of Tranche 3). F7 · price: On the relevant expiration date for each Component: the call option will automatically be exercised if the Settlement Price is greater than $52.677 (the "Call Strike Price"); the put option will automatically be exercised if the Reference price is less than or equal to $33.167 (the "Put Strike Price"); and the call right and the put right will expire unexercised if the Reference Price is greater than the Put Strike Price but less than the Call Strike Price. F8 · price: The "Settlement Price" means the sum of (i) the volume weighted average trading price of a Class A Voting Share multiplied by 0.5 and (ii) the volume weighted average trading price of a Class B Non-Voting Share multiplied by 0.5, in each case on the expiration date for the relevant Component. The options will be settled in cash unless Discovery elects physical settlement. As reported on a previously filed Form 4, in exchange for the Bank's entering into the Transaction, Discovery paid the Bank a premium of $3,599,595 and pledged 2,500,000 Common Shares of the Issuer to the Bank to secure its obligations under the Transaction. F9 · price: In connection with the Reclassification, the Pledged Shares were replaced with 1,250,000 Class A Voting Shares and 1,250,000 Class B Non-Voting Shares (the "Pledged Shares"). In most circumstances, Discovery retains voting rights in the Pledged Shares during the term of the pledge, but Discovery is obligated to share with the Bank the economic benefit of any dividends paid during the term of the pledge based on a formula that takes into account a theoretical hedging position by the Bank. F3 · derivative.exercise_date: As reported on a previously filed Form 4, on November 12, 2015, Discovery Lightning Investments Limited ("Discovery"), a wholly-owned subsidiary of Discovery Communications Inc., entered into a Collar Transaction (the "Transaction") with an unaffiliated bank (the "Bank"), pursuant to which Discovery wrote covered call options and purchased put options over an aggregate of 2,500,000 Common Shares. F4 · derivative.exercise_date: In connection with the Reclassification, pursuant to a notice dated February 10, 2017 given by the Bank, the terms of the Transaction were adjusted in a transaction exempt under Rule 16b-7 to reflect the Reclassification, with no changes to the economic rights and obligations of either Discovery or the Bank. As adjusted, the Transaction relates to 2,500,000 units, each consisting of 0.5 Class A Voting Shares and 0.5 Class B Non-Voting Shares, for an aggregate of 1,250,000 Class A Voting Shares and 1,250,000 Class B Non-Voting Shares. F5 · derivative.exercise_date: The Transaction continues to be divided into three individual tranches (each a "Tranche") with each Tranche divided into 25 individual components (each a "Component"); the expiration dates of the options included in the Components constituting Tranche 1 are the 25 trading days from July 25, 2019 through August 28, 2019, inclusive; the expiration dates of the options included in the Components constituting Tranche 2 are the 25 trading days from October 23, 2020 through November 30, 2020, inclusive; and the expiration dates of the Components constituting Tranche 3 are the 25 trading days from January 25, 2022 through March 1, 2022, inclusive. F6 · derivative.exercise_date: Each Component relates to 16,667 Class A Voting Shares and 16,667 Class B Non-Voting Shares (or, in the case of the options included in the Components having the final expiration date for each Tranche, 16,658.5 Class A Voting Shares and 16,658.5 Class B Non-Voting Shares) in the case of Tranche 1 and Tranche 2 and 16,659 Class A Voting Shares and 16,659 Class B Non-Voting Shares in the case of Tranche 3). F7 · derivative.exercise_date: On the relevant expiration date for each Component: the call option will automatically be exercised if the Settlement Price is greater than $52.677 (the "Call Strike Price"); the put option will automatically be exercised if the Reference price is less than or equal to $33.167 (the "Put Strike Price"); and the call right and the put right will expire unexercised if the Reference Price is greater than the Put Strike Price but less than the Call Strike Price. F8 · derivative.exercise_date: The "Settlement Price" means the sum of (i) the volume weighted average trading price of a Class A Voting Share multiplied by 0.5 and (ii) the volume weighted average trading price of a Class B Non-Voting Share multiplied by 0.5, in each case on the expiration date for the relevant Component. The options will be settled in cash unless Discovery elects physical settlement. As reported on a previously filed Form 4, in exchange for the Bank's entering into the Transaction, Discovery paid the Bank a premium of $3,599,595 and pledged 2,500,000 Common Shares of the Issuer to the Bank to secure its obligations under the Transaction. F9 · derivative.exercise_date: In connection with the Reclassification, the Pledged Shares were replaced with 1,250,000 Class A Voting Shares and 1,250,000 Class B Non-Voting Shares (the "Pledged Shares"). In most circumstances, Discovery retains voting rights in the Pledged Shares during the term of the pledge, but Discovery is obligated to share with the Bank the economic benefit of any dividends paid during the term of the pledge based on a formula that takes into account a theoretical hedging position by the Bank. F3 · derivative.expiration_date: As reported on a previously filed Form 4, on November 12, 2015, Discovery Lightning Investments Limited ("Discovery"), a wholly-owned subsidiary of Discovery Communications Inc., entered into a Collar Transaction (the "Transaction") with an unaffiliated bank (the "Bank"), pursuant to which Discovery wrote covered call options and purchased put options over an aggregate of 2,500,000 Common Shares. F4 · derivative.expiration_date: In connection with the Reclassification, pursuant to a notice dated February 10, 2017 given by the Bank, the terms of the Transaction were adjusted in a transaction exempt under Rule 16b-7 to reflect the Reclassification, with no changes to the economic rights and obligations of either Discovery or the Bank. As adjusted, the Transaction relates to 2,500,000 units, each consisting of 0.5 Class A Voting Shares and 0.5 Class B Non-Voting Shares, for an aggregate of 1,250,000 Class A Voting Shares and 1,250,000 Class B Non-Voting Shares. F5 · derivative.expiration_date: The Transaction continues to be divided into three individual tranches (each a "Tranche") with each Tranche divided into 25 individual components (each a "Component"); the expiration dates of the options included in the Components constituting Tranche 1 are the 25 trading days from July 25, 2019 through August 28, 2019, inclusive; the expiration dates of the options included in the Components constituting Tranche 2 are the 25 trading days from October 23, 2020 through November 30, 2020, inclusive; and the expiration dates of the Components constituting Tranche 3 are the 25 trading days from January 25, 2022 through March 1, 2022, inclusive. F6 · derivative.expiration_date: Each Component relates to 16,667 Class A Voting Shares and 16,667 Class B Non-Voting Shares (or, in the case of the options included in the Components having the final expiration date for each Tranche, 16,658.5 Class A Voting Shares and 16,658.5 Class B Non-Voting Shares) in the case of Tranche 1 and Tranche 2 and 16,659 Class A Voting Shares and 16,659 Class B Non-Voting Shares in the case of Tranche 3). F7 · derivative.expiration_date: On the relevant expiration date for each Component: the call option will automatically be exercised if the Settlement Price is greater than $52.677 (the "Call Strike Price"); the put option will automatically be exercised if the Reference price is less than or equal to $33.167 (the "Put Strike Price"); and the call right and the put right will expire unexercised if the Reference Price is greater than the Put Strike Price but less than the Call Strike Price. F8 · derivative.expiration_date: The "Settlement Price" means the sum of (i) the volume weighted average trading price of a Class A Voting Share multiplied by 0.5 and (ii) the volume weighted average trading price of a Class B Non-Voting Share multiplied by 0.5, in each case on the expiration date for the relevant Component. The options will be settled in cash unless Discovery elects physical settlement. As reported on a previously filed Form 4, in exchange for the Bank's entering into the Transaction, Discovery paid the Bank a premium of $3,599,595 and pledged 2,500,000 Common Shares of the Issuer to the Bank to secure its obligations under the Transaction. F9 · derivative.expiration_date: In connection with the Reclassification, the Pledged Shares were replaced with 1,250,000 Class A Voting Shares and 1,250,000 Class B Non-Voting Shares (the "Pledged Shares"). In most circumstances, Discovery retains voting rights in the Pledged Shares during the term of the pledge, but Discovery is obligated to share with the Bank the economic benefit of any dividends paid during the term of the pledge based on a formula that takes into account a theoretical hedging position by the Bank. F4 · derivative.underlying: In connection with the Reclassification, pursuant to a notice dated February 10, 2017 given by the Bank, the terms of the Transaction were adjusted in a transaction exempt under Rule 16b-7 to reflect the Reclassification, with no changes to the economic rights and obligations of either Discovery or the Bank. As adjusted, the Transaction relates to 2,500,000 units, each consisting of 0.5 Class A Voting Shares and 0.5 Class B Non-Voting Shares, for an aggregate of 1,250,000 Class A Voting Shares and 1,250,000 Class B Non-Voting Shares. F4 · derivative.underlying_shares: In connection with the Reclassification, pursuant to a notice dated February 10, 2017 given by the Bank, the terms of the Transaction were adjusted in a transaction exempt under Rule 16b-7 to reflect the Reclassification, with no changes to the economic rights and obligations of either Discovery or the Bank. As adjusted, the Transaction relates to 2,500,000 units, each consisting of 0.5 Class A Voting Shares and 0.5 Class B Non-Voting Shares, for an aggregate of 1,250,000 Class A Voting Shares and 1,250,000 Class B Non-Voting Shares. F4 · balance_after: In connection with the Reclassification, pursuant to a notice dated February 10, 2017 given by the Bank, the terms of the Transaction were adjusted in a transaction exempt under Rule 16b-7 to reflect the Reclassification, with no changes to the economic rights and obligations of either Discovery or the Bank. As adjusted, the Transaction relates to 2,500,000 units, each consisting of 0.5 Class A Voting Shares and 0.5 Class B Non-Voting Shares, for an aggregate of 1,250,000 Class A Voting Shares and 1,250,000 Class B Non-Voting Shares. F2 · ownership.direct: The shares are held directly by Discovery Lightning Investments Limited, an indirect wholly-owned subsidiary of Discovery Communications, Inc. Read SEC document |
| February 10, 2017 Filed Feb 13, 2017 21:42 UTC |
Warner Bros. Discovery, Inc.10% owner · See Remarks
Discovery Lightning Investments LTD10% owner · See Remarks
|
OtherPut option (right to sell) · Derivative | 2,500,000 | Not disclosed Strike: $33.17 | Not disclosed |
DisclosureSEC source: 0001209191-17-010035 · doc4.xml · derivative · entry 6 Discovery Communications, Inc. · CIK 0001437107 · 10% owner · See Remarks Discovery Lightning Investments LTD · CIK 0001658101 · 10% owner · See Remarks Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · By subsidiary Disclosed balance after: 0 Underlying: Common Shares · 2,500,000 shares Expires not disclosed F3 · kind: As reported on a previously filed Form 4, on November 12, 2015, Discovery Lightning Investments Limited ("Discovery"), a wholly-owned subsidiary of Discovery Communications Inc., entered into a Collar Transaction (the "Transaction") with an unaffiliated bank (the "Bank"), pursuant to which Discovery wrote covered call options and purchased put options over an aggregate of 2,500,000 Common Shares. F4 · kind: In connection with the Reclassification, pursuant to a notice dated February 10, 2017 given by the Bank, the terms of the Transaction were adjusted in a transaction exempt under Rule 16b-7 to reflect the Reclassification, with no changes to the economic rights and obligations of either Discovery or the Bank. As adjusted, the Transaction relates to 2,500,000 units, each consisting of 0.5 Class A Voting Shares and 0.5 Class B Non-Voting Shares, for an aggregate of 1,250,000 Class A Voting Shares and 1,250,000 Class B Non-Voting Shares. F4 · price: In connection with the Reclassification, pursuant to a notice dated February 10, 2017 given by the Bank, the terms of the Transaction were adjusted in a transaction exempt under Rule 16b-7 to reflect the Reclassification, with no changes to the economic rights and obligations of either Discovery or the Bank. As adjusted, the Transaction relates to 2,500,000 units, each consisting of 0.5 Class A Voting Shares and 0.5 Class B Non-Voting Shares, for an aggregate of 1,250,000 Class A Voting Shares and 1,250,000 Class B Non-Voting Shares. F5 · price: The Transaction continues to be divided into three individual tranches (each a "Tranche") with each Tranche divided into 25 individual components (each a "Component"); the expiration dates of the options included in the Components constituting Tranche 1 are the 25 trading days from July 25, 2019 through August 28, 2019, inclusive; the expiration dates of the options included in the Components constituting Tranche 2 are the 25 trading days from October 23, 2020 through November 30, 2020, inclusive; and the expiration dates of the Components constituting Tranche 3 are the 25 trading days from January 25, 2022 through March 1, 2022, inclusive. F6 · price: Each Component relates to 16,667 Class A Voting Shares and 16,667 Class B Non-Voting Shares (or, in the case of the options included in the Components having the final expiration date for each Tranche, 16,658.5 Class A Voting Shares and 16,658.5 Class B Non-Voting Shares) in the case of Tranche 1 and Tranche 2 and 16,659 Class A Voting Shares and 16,659 Class B Non-Voting Shares in the case of Tranche 3). F7 · price: On the relevant expiration date for each Component: the call option will automatically be exercised if the Settlement Price is greater than $52.677 (the "Call Strike Price"); the put option will automatically be exercised if the Reference price is less than or equal to $33.167 (the "Put Strike Price"); and the call right and the put right will expire unexercised if the Reference Price is greater than the Put Strike Price but less than the Call Strike Price. F8 · price: The "Settlement Price" means the sum of (i) the volume weighted average trading price of a Class A Voting Share multiplied by 0.5 and (ii) the volume weighted average trading price of a Class B Non-Voting Share multiplied by 0.5, in each case on the expiration date for the relevant Component. The options will be settled in cash unless Discovery elects physical settlement. As reported on a previously filed Form 4, in exchange for the Bank's entering into the Transaction, Discovery paid the Bank a premium of $3,599,595 and pledged 2,500,000 Common Shares of the Issuer to the Bank to secure its obligations under the Transaction. F9 · price: In connection with the Reclassification, the Pledged Shares were replaced with 1,250,000 Class A Voting Shares and 1,250,000 Class B Non-Voting Shares (the "Pledged Shares"). In most circumstances, Discovery retains voting rights in the Pledged Shares during the term of the pledge, but Discovery is obligated to share with the Bank the economic benefit of any dividends paid during the term of the pledge based on a formula that takes into account a theoretical hedging position by the Bank. F3 · derivative.exercise_date: As reported on a previously filed Form 4, on November 12, 2015, Discovery Lightning Investments Limited ("Discovery"), a wholly-owned subsidiary of Discovery Communications Inc., entered into a Collar Transaction (the "Transaction") with an unaffiliated bank (the "Bank"), pursuant to which Discovery wrote covered call options and purchased put options over an aggregate of 2,500,000 Common Shares. F4 · derivative.exercise_date: In connection with the Reclassification, pursuant to a notice dated February 10, 2017 given by the Bank, the terms of the Transaction were adjusted in a transaction exempt under Rule 16b-7 to reflect the Reclassification, with no changes to the economic rights and obligations of either Discovery or the Bank. As adjusted, the Transaction relates to 2,500,000 units, each consisting of 0.5 Class A Voting Shares and 0.5 Class B Non-Voting Shares, for an aggregate of 1,250,000 Class A Voting Shares and 1,250,000 Class B Non-Voting Shares. F5 · derivative.exercise_date: The Transaction continues to be divided into three individual tranches (each a "Tranche") with each Tranche divided into 25 individual components (each a "Component"); the expiration dates of the options included in the Components constituting Tranche 1 are the 25 trading days from July 25, 2019 through August 28, 2019, inclusive; the expiration dates of the options included in the Components constituting Tranche 2 are the 25 trading days from October 23, 2020 through November 30, 2020, inclusive; and the expiration dates of the Components constituting Tranche 3 are the 25 trading days from January 25, 2022 through March 1, 2022, inclusive. F6 · derivative.exercise_date: Each Component relates to 16,667 Class A Voting Shares and 16,667 Class B Non-Voting Shares (or, in the case of the options included in the Components having the final expiration date for each Tranche, 16,658.5 Class A Voting Shares and 16,658.5 Class B Non-Voting Shares) in the case of Tranche 1 and Tranche 2 and 16,659 Class A Voting Shares and 16,659 Class B Non-Voting Shares in the case of Tranche 3). F7 · derivative.exercise_date: On the relevant expiration date for each Component: the call option will automatically be exercised if the Settlement Price is greater than $52.677 (the "Call Strike Price"); the put option will automatically be exercised if the Reference price is less than or equal to $33.167 (the "Put Strike Price"); and the call right and the put right will expire unexercised if the Reference Price is greater than the Put Strike Price but less than the Call Strike Price. F8 · derivative.exercise_date: The "Settlement Price" means the sum of (i) the volume weighted average trading price of a Class A Voting Share multiplied by 0.5 and (ii) the volume weighted average trading price of a Class B Non-Voting Share multiplied by 0.5, in each case on the expiration date for the relevant Component. The options will be settled in cash unless Discovery elects physical settlement. As reported on a previously filed Form 4, in exchange for the Bank's entering into the Transaction, Discovery paid the Bank a premium of $3,599,595 and pledged 2,500,000 Common Shares of the Issuer to the Bank to secure its obligations under the Transaction. F9 · derivative.exercise_date: In connection with the Reclassification, the Pledged Shares were replaced with 1,250,000 Class A Voting Shares and 1,250,000 Class B Non-Voting Shares (the "Pledged Shares"). In most circumstances, Discovery retains voting rights in the Pledged Shares during the term of the pledge, but Discovery is obligated to share with the Bank the economic benefit of any dividends paid during the term of the pledge based on a formula that takes into account a theoretical hedging position by the Bank. F3 · derivative.expiration_date: As reported on a previously filed Form 4, on November 12, 2015, Discovery Lightning Investments Limited ("Discovery"), a wholly-owned subsidiary of Discovery Communications Inc., entered into a Collar Transaction (the "Transaction") with an unaffiliated bank (the "Bank"), pursuant to which Discovery wrote covered call options and purchased put options over an aggregate of 2,500,000 Common Shares. F4 · derivative.expiration_date: In connection with the Reclassification, pursuant to a notice dated February 10, 2017 given by the Bank, the terms of the Transaction were adjusted in a transaction exempt under Rule 16b-7 to reflect the Reclassification, with no changes to the economic rights and obligations of either Discovery or the Bank. As adjusted, the Transaction relates to 2,500,000 units, each consisting of 0.5 Class A Voting Shares and 0.5 Class B Non-Voting Shares, for an aggregate of 1,250,000 Class A Voting Shares and 1,250,000 Class B Non-Voting Shares. F5 · derivative.expiration_date: The Transaction continues to be divided into three individual tranches (each a "Tranche") with each Tranche divided into 25 individual components (each a "Component"); the expiration dates of the options included in the Components constituting Tranche 1 are the 25 trading days from July 25, 2019 through August 28, 2019, inclusive; the expiration dates of the options included in the Components constituting Tranche 2 are the 25 trading days from October 23, 2020 through November 30, 2020, inclusive; and the expiration dates of the Components constituting Tranche 3 are the 25 trading days from January 25, 2022 through March 1, 2022, inclusive. F6 · derivative.expiration_date: Each Component relates to 16,667 Class A Voting Shares and 16,667 Class B Non-Voting Shares (or, in the case of the options included in the Components having the final expiration date for each Tranche, 16,658.5 Class A Voting Shares and 16,658.5 Class B Non-Voting Shares) in the case of Tranche 1 and Tranche 2 and 16,659 Class A Voting Shares and 16,659 Class B Non-Voting Shares in the case of Tranche 3). F7 · derivative.expiration_date: On the relevant expiration date for each Component: the call option will automatically be exercised if the Settlement Price is greater than $52.677 (the "Call Strike Price"); the put option will automatically be exercised if the Reference price is less than or equal to $33.167 (the "Put Strike Price"); and the call right and the put right will expire unexercised if the Reference Price is greater than the Put Strike Price but less than the Call Strike Price. F8 · derivative.expiration_date: The "Settlement Price" means the sum of (i) the volume weighted average trading price of a Class A Voting Share multiplied by 0.5 and (ii) the volume weighted average trading price of a Class B Non-Voting Share multiplied by 0.5, in each case on the expiration date for the relevant Component. The options will be settled in cash unless Discovery elects physical settlement. As reported on a previously filed Form 4, in exchange for the Bank's entering into the Transaction, Discovery paid the Bank a premium of $3,599,595 and pledged 2,500,000 Common Shares of the Issuer to the Bank to secure its obligations under the Transaction. F9 · derivative.expiration_date: In connection with the Reclassification, the Pledged Shares were replaced with 1,250,000 Class A Voting Shares and 1,250,000 Class B Non-Voting Shares (the "Pledged Shares"). In most circumstances, Discovery retains voting rights in the Pledged Shares during the term of the pledge, but Discovery is obligated to share with the Bank the economic benefit of any dividends paid during the term of the pledge based on a formula that takes into account a theoretical hedging position by the Bank. F2 · ownership.direct: The shares are held directly by Discovery Lightning Investments Limited, an indirect wholly-owned subsidiary of Discovery Communications, Inc. Read SEC document |
| February 10, 2017 Filed Feb 13, 2017 21:42 UTC |
Warner Bros. Discovery, Inc.10% owner · See Remarks
Discovery Lightning Investments LTD10% owner · See Remarks
|
OtherCall option (obligation to sell) · Derivative | 2,500,000 | Not disclosed Strike: $52.68 | Not disclosed |
DisclosureSEC source: 0001209191-17-010035 · doc4.xml · derivative · entry 5 Discovery Communications, Inc. · CIK 0001437107 · 10% owner · See Remarks Discovery Lightning Investments LTD · CIK 0001658101 · 10% owner · See Remarks Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · By subsidiary Disclosed balance after: 2,500,000 Underlying: Units of Class A Voting Shares and Class B Non-Voting Shares · 2,500,000 shares Expires not disclosed F3 · kind: As reported on a previously filed Form 4, on November 12, 2015, Discovery Lightning Investments Limited ("Discovery"), a wholly-owned subsidiary of Discovery Communications Inc., entered into a Collar Transaction (the "Transaction") with an unaffiliated bank (the "Bank"), pursuant to which Discovery wrote covered call options and purchased put options over an aggregate of 2,500,000 Common Shares. F4 · kind: In connection with the Reclassification, pursuant to a notice dated February 10, 2017 given by the Bank, the terms of the Transaction were adjusted in a transaction exempt under Rule 16b-7 to reflect the Reclassification, with no changes to the economic rights and obligations of either Discovery or the Bank. As adjusted, the Transaction relates to 2,500,000 units, each consisting of 0.5 Class A Voting Shares and 0.5 Class B Non-Voting Shares, for an aggregate of 1,250,000 Class A Voting Shares and 1,250,000 Class B Non-Voting Shares. F4 · shares: In connection with the Reclassification, pursuant to a notice dated February 10, 2017 given by the Bank, the terms of the Transaction were adjusted in a transaction exempt under Rule 16b-7 to reflect the Reclassification, with no changes to the economic rights and obligations of either Discovery or the Bank. As adjusted, the Transaction relates to 2,500,000 units, each consisting of 0.5 Class A Voting Shares and 0.5 Class B Non-Voting Shares, for an aggregate of 1,250,000 Class A Voting Shares and 1,250,000 Class B Non-Voting Shares. F4 · price: In connection with the Reclassification, pursuant to a notice dated February 10, 2017 given by the Bank, the terms of the Transaction were adjusted in a transaction exempt under Rule 16b-7 to reflect the Reclassification, with no changes to the economic rights and obligations of either Discovery or the Bank. As adjusted, the Transaction relates to 2,500,000 units, each consisting of 0.5 Class A Voting Shares and 0.5 Class B Non-Voting Shares, for an aggregate of 1,250,000 Class A Voting Shares and 1,250,000 Class B Non-Voting Shares. F5 · price: The Transaction continues to be divided into three individual tranches (each a "Tranche") with each Tranche divided into 25 individual components (each a "Component"); the expiration dates of the options included in the Components constituting Tranche 1 are the 25 trading days from July 25, 2019 through August 28, 2019, inclusive; the expiration dates of the options included in the Components constituting Tranche 2 are the 25 trading days from October 23, 2020 through November 30, 2020, inclusive; and the expiration dates of the Components constituting Tranche 3 are the 25 trading days from January 25, 2022 through March 1, 2022, inclusive. F6 · price: Each Component relates to 16,667 Class A Voting Shares and 16,667 Class B Non-Voting Shares (or, in the case of the options included in the Components having the final expiration date for each Tranche, 16,658.5 Class A Voting Shares and 16,658.5 Class B Non-Voting Shares) in the case of Tranche 1 and Tranche 2 and 16,659 Class A Voting Shares and 16,659 Class B Non-Voting Shares in the case of Tranche 3). F7 · price: On the relevant expiration date for each Component: the call option will automatically be exercised if the Settlement Price is greater than $52.677 (the "Call Strike Price"); the put option will automatically be exercised if the Reference price is less than or equal to $33.167 (the "Put Strike Price"); and the call right and the put right will expire unexercised if the Reference Price is greater than the Put Strike Price but less than the Call Strike Price. F8 · price: The "Settlement Price" means the sum of (i) the volume weighted average trading price of a Class A Voting Share multiplied by 0.5 and (ii) the volume weighted average trading price of a Class B Non-Voting Share multiplied by 0.5, in each case on the expiration date for the relevant Component. The options will be settled in cash unless Discovery elects physical settlement. As reported on a previously filed Form 4, in exchange for the Bank's entering into the Transaction, Discovery paid the Bank a premium of $3,599,595 and pledged 2,500,000 Common Shares of the Issuer to the Bank to secure its obligations under the Transaction. F9 · price: In connection with the Reclassification, the Pledged Shares were replaced with 1,250,000 Class A Voting Shares and 1,250,000 Class B Non-Voting Shares (the "Pledged Shares"). In most circumstances, Discovery retains voting rights in the Pledged Shares during the term of the pledge, but Discovery is obligated to share with the Bank the economic benefit of any dividends paid during the term of the pledge based on a formula that takes into account a theoretical hedging position by the Bank. F3 · derivative.exercise_date: As reported on a previously filed Form 4, on November 12, 2015, Discovery Lightning Investments Limited ("Discovery"), a wholly-owned subsidiary of Discovery Communications Inc., entered into a Collar Transaction (the "Transaction") with an unaffiliated bank (the "Bank"), pursuant to which Discovery wrote covered call options and purchased put options over an aggregate of 2,500,000 Common Shares. F4 · derivative.exercise_date: In connection with the Reclassification, pursuant to a notice dated February 10, 2017 given by the Bank, the terms of the Transaction were adjusted in a transaction exempt under Rule 16b-7 to reflect the Reclassification, with no changes to the economic rights and obligations of either Discovery or the Bank. As adjusted, the Transaction relates to 2,500,000 units, each consisting of 0.5 Class A Voting Shares and 0.5 Class B Non-Voting Shares, for an aggregate of 1,250,000 Class A Voting Shares and 1,250,000 Class B Non-Voting Shares. F5 · derivative.exercise_date: The Transaction continues to be divided into three individual tranches (each a "Tranche") with each Tranche divided into 25 individual components (each a "Component"); the expiration dates of the options included in the Components constituting Tranche 1 are the 25 trading days from July 25, 2019 through August 28, 2019, inclusive; the expiration dates of the options included in the Components constituting Tranche 2 are the 25 trading days from October 23, 2020 through November 30, 2020, inclusive; and the expiration dates of the Components constituting Tranche 3 are the 25 trading days from January 25, 2022 through March 1, 2022, inclusive. F6 · derivative.exercise_date: Each Component relates to 16,667 Class A Voting Shares and 16,667 Class B Non-Voting Shares (or, in the case of the options included in the Components having the final expiration date for each Tranche, 16,658.5 Class A Voting Shares and 16,658.5 Class B Non-Voting Shares) in the case of Tranche 1 and Tranche 2 and 16,659 Class A Voting Shares and 16,659 Class B Non-Voting Shares in the case of Tranche 3). F7 · derivative.exercise_date: On the relevant expiration date for each Component: the call option will automatically be exercised if the Settlement Price is greater than $52.677 (the "Call Strike Price"); the put option will automatically be exercised if the Reference price is less than or equal to $33.167 (the "Put Strike Price"); and the call right and the put right will expire unexercised if the Reference Price is greater than the Put Strike Price but less than the Call Strike Price. F8 · derivative.exercise_date: The "Settlement Price" means the sum of (i) the volume weighted average trading price of a Class A Voting Share multiplied by 0.5 and (ii) the volume weighted average trading price of a Class B Non-Voting Share multiplied by 0.5, in each case on the expiration date for the relevant Component. The options will be settled in cash unless Discovery elects physical settlement. As reported on a previously filed Form 4, in exchange for the Bank's entering into the Transaction, Discovery paid the Bank a premium of $3,599,595 and pledged 2,500,000 Common Shares of the Issuer to the Bank to secure its obligations under the Transaction. F9 · derivative.exercise_date: In connection with the Reclassification, the Pledged Shares were replaced with 1,250,000 Class A Voting Shares and 1,250,000 Class B Non-Voting Shares (the "Pledged Shares"). In most circumstances, Discovery retains voting rights in the Pledged Shares during the term of the pledge, but Discovery is obligated to share with the Bank the economic benefit of any dividends paid during the term of the pledge based on a formula that takes into account a theoretical hedging position by the Bank. F3 · derivative.expiration_date: As reported on a previously filed Form 4, on November 12, 2015, Discovery Lightning Investments Limited ("Discovery"), a wholly-owned subsidiary of Discovery Communications Inc., entered into a Collar Transaction (the "Transaction") with an unaffiliated bank (the "Bank"), pursuant to which Discovery wrote covered call options and purchased put options over an aggregate of 2,500,000 Common Shares. F4 · derivative.expiration_date: In connection with the Reclassification, pursuant to a notice dated February 10, 2017 given by the Bank, the terms of the Transaction were adjusted in a transaction exempt under Rule 16b-7 to reflect the Reclassification, with no changes to the economic rights and obligations of either Discovery or the Bank. As adjusted, the Transaction relates to 2,500,000 units, each consisting of 0.5 Class A Voting Shares and 0.5 Class B Non-Voting Shares, for an aggregate of 1,250,000 Class A Voting Shares and 1,250,000 Class B Non-Voting Shares. F5 · derivative.expiration_date: The Transaction continues to be divided into three individual tranches (each a "Tranche") with each Tranche divided into 25 individual components (each a "Component"); the expiration dates of the options included in the Components constituting Tranche 1 are the 25 trading days from July 25, 2019 through August 28, 2019, inclusive; the expiration dates of the options included in the Components constituting Tranche 2 are the 25 trading days from October 23, 2020 through November 30, 2020, inclusive; and the expiration dates of the Components constituting Tranche 3 are the 25 trading days from January 25, 2022 through March 1, 2022, inclusive. F6 · derivative.expiration_date: Each Component relates to 16,667 Class A Voting Shares and 16,667 Class B Non-Voting Shares (or, in the case of the options included in the Components having the final expiration date for each Tranche, 16,658.5 Class A Voting Shares and 16,658.5 Class B Non-Voting Shares) in the case of Tranche 1 and Tranche 2 and 16,659 Class A Voting Shares and 16,659 Class B Non-Voting Shares in the case of Tranche 3). F7 · derivative.expiration_date: On the relevant expiration date for each Component: the call option will automatically be exercised if the Settlement Price is greater than $52.677 (the "Call Strike Price"); the put option will automatically be exercised if the Reference price is less than or equal to $33.167 (the "Put Strike Price"); and the call right and the put right will expire unexercised if the Reference Price is greater than the Put Strike Price but less than the Call Strike Price. F8 · derivative.expiration_date: The "Settlement Price" means the sum of (i) the volume weighted average trading price of a Class A Voting Share multiplied by 0.5 and (ii) the volume weighted average trading price of a Class B Non-Voting Share multiplied by 0.5, in each case on the expiration date for the relevant Component. The options will be settled in cash unless Discovery elects physical settlement. As reported on a previously filed Form 4, in exchange for the Bank's entering into the Transaction, Discovery paid the Bank a premium of $3,599,595 and pledged 2,500,000 Common Shares of the Issuer to the Bank to secure its obligations under the Transaction. F9 · derivative.expiration_date: In connection with the Reclassification, the Pledged Shares were replaced with 1,250,000 Class A Voting Shares and 1,250,000 Class B Non-Voting Shares (the "Pledged Shares"). In most circumstances, Discovery retains voting rights in the Pledged Shares during the term of the pledge, but Discovery is obligated to share with the Bank the economic benefit of any dividends paid during the term of the pledge based on a formula that takes into account a theoretical hedging position by the Bank. F4 · derivative.underlying: In connection with the Reclassification, pursuant to a notice dated February 10, 2017 given by the Bank, the terms of the Transaction were adjusted in a transaction exempt under Rule 16b-7 to reflect the Reclassification, with no changes to the economic rights and obligations of either Discovery or the Bank. As adjusted, the Transaction relates to 2,500,000 units, each consisting of 0.5 Class A Voting Shares and 0.5 Class B Non-Voting Shares, for an aggregate of 1,250,000 Class A Voting Shares and 1,250,000 Class B Non-Voting Shares. F4 · derivative.underlying_shares: In connection with the Reclassification, pursuant to a notice dated February 10, 2017 given by the Bank, the terms of the Transaction were adjusted in a transaction exempt under Rule 16b-7 to reflect the Reclassification, with no changes to the economic rights and obligations of either Discovery or the Bank. As adjusted, the Transaction relates to 2,500,000 units, each consisting of 0.5 Class A Voting Shares and 0.5 Class B Non-Voting Shares, for an aggregate of 1,250,000 Class A Voting Shares and 1,250,000 Class B Non-Voting Shares. F4 · balance_after: In connection with the Reclassification, pursuant to a notice dated February 10, 2017 given by the Bank, the terms of the Transaction were adjusted in a transaction exempt under Rule 16b-7 to reflect the Reclassification, with no changes to the economic rights and obligations of either Discovery or the Bank. As adjusted, the Transaction relates to 2,500,000 units, each consisting of 0.5 Class A Voting Shares and 0.5 Class B Non-Voting Shares, for an aggregate of 1,250,000 Class A Voting Shares and 1,250,000 Class B Non-Voting Shares. F2 · ownership.direct: The shares are held directly by Discovery Lightning Investments Limited, an indirect wholly-owned subsidiary of Discovery Communications, Inc. Read SEC document |
| February 10, 2017 Filed Feb 13, 2017 21:42 UTC |
Warner Bros. Discovery, Inc.10% owner · See Remarks
Discovery Lightning Investments LTD10% owner · See Remarks
|
OtherCall option (obligation to sell) · Derivative | 2,500,000 | Not disclosed Strike: $52.68 | Not disclosed |
DisclosureSEC source: 0001209191-17-010035 · doc4.xml · derivative · entry 4 Discovery Communications, Inc. · CIK 0001437107 · 10% owner · See Remarks Discovery Lightning Investments LTD · CIK 0001658101 · 10% owner · See Remarks Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · By subsidiary Disclosed balance after: 0 Underlying: Common Shares · 2,500,000 shares Expires not disclosed F3 · kind: As reported on a previously filed Form 4, on November 12, 2015, Discovery Lightning Investments Limited ("Discovery"), a wholly-owned subsidiary of Discovery Communications Inc., entered into a Collar Transaction (the "Transaction") with an unaffiliated bank (the "Bank"), pursuant to which Discovery wrote covered call options and purchased put options over an aggregate of 2,500,000 Common Shares. F4 · kind: In connection with the Reclassification, pursuant to a notice dated February 10, 2017 given by the Bank, the terms of the Transaction were adjusted in a transaction exempt under Rule 16b-7 to reflect the Reclassification, with no changes to the economic rights and obligations of either Discovery or the Bank. As adjusted, the Transaction relates to 2,500,000 units, each consisting of 0.5 Class A Voting Shares and 0.5 Class B Non-Voting Shares, for an aggregate of 1,250,000 Class A Voting Shares and 1,250,000 Class B Non-Voting Shares. F4 · price: In connection with the Reclassification, pursuant to a notice dated February 10, 2017 given by the Bank, the terms of the Transaction were adjusted in a transaction exempt under Rule 16b-7 to reflect the Reclassification, with no changes to the economic rights and obligations of either Discovery or the Bank. As adjusted, the Transaction relates to 2,500,000 units, each consisting of 0.5 Class A Voting Shares and 0.5 Class B Non-Voting Shares, for an aggregate of 1,250,000 Class A Voting Shares and 1,250,000 Class B Non-Voting Shares. F5 · price: The Transaction continues to be divided into three individual tranches (each a "Tranche") with each Tranche divided into 25 individual components (each a "Component"); the expiration dates of the options included in the Components constituting Tranche 1 are the 25 trading days from July 25, 2019 through August 28, 2019, inclusive; the expiration dates of the options included in the Components constituting Tranche 2 are the 25 trading days from October 23, 2020 through November 30, 2020, inclusive; and the expiration dates of the Components constituting Tranche 3 are the 25 trading days from January 25, 2022 through March 1, 2022, inclusive. F6 · price: Each Component relates to 16,667 Class A Voting Shares and 16,667 Class B Non-Voting Shares (or, in the case of the options included in the Components having the final expiration date for each Tranche, 16,658.5 Class A Voting Shares and 16,658.5 Class B Non-Voting Shares) in the case of Tranche 1 and Tranche 2 and 16,659 Class A Voting Shares and 16,659 Class B Non-Voting Shares in the case of Tranche 3). F7 · price: On the relevant expiration date for each Component: the call option will automatically be exercised if the Settlement Price is greater than $52.677 (the "Call Strike Price"); the put option will automatically be exercised if the Reference price is less than or equal to $33.167 (the "Put Strike Price"); and the call right and the put right will expire unexercised if the Reference Price is greater than the Put Strike Price but less than the Call Strike Price. F8 · price: The "Settlement Price" means the sum of (i) the volume weighted average trading price of a Class A Voting Share multiplied by 0.5 and (ii) the volume weighted average trading price of a Class B Non-Voting Share multiplied by 0.5, in each case on the expiration date for the relevant Component. The options will be settled in cash unless Discovery elects physical settlement. As reported on a previously filed Form 4, in exchange for the Bank's entering into the Transaction, Discovery paid the Bank a premium of $3,599,595 and pledged 2,500,000 Common Shares of the Issuer to the Bank to secure its obligations under the Transaction. F9 · price: In connection with the Reclassification, the Pledged Shares were replaced with 1,250,000 Class A Voting Shares and 1,250,000 Class B Non-Voting Shares (the "Pledged Shares"). In most circumstances, Discovery retains voting rights in the Pledged Shares during the term of the pledge, but Discovery is obligated to share with the Bank the economic benefit of any dividends paid during the term of the pledge based on a formula that takes into account a theoretical hedging position by the Bank. F3 · derivative.exercise_date: As reported on a previously filed Form 4, on November 12, 2015, Discovery Lightning Investments Limited ("Discovery"), a wholly-owned subsidiary of Discovery Communications Inc., entered into a Collar Transaction (the "Transaction") with an unaffiliated bank (the "Bank"), pursuant to which Discovery wrote covered call options and purchased put options over an aggregate of 2,500,000 Common Shares. F4 · derivative.exercise_date: In connection with the Reclassification, pursuant to a notice dated February 10, 2017 given by the Bank, the terms of the Transaction were adjusted in a transaction exempt under Rule 16b-7 to reflect the Reclassification, with no changes to the economic rights and obligations of either Discovery or the Bank. As adjusted, the Transaction relates to 2,500,000 units, each consisting of 0.5 Class A Voting Shares and 0.5 Class B Non-Voting Shares, for an aggregate of 1,250,000 Class A Voting Shares and 1,250,000 Class B Non-Voting Shares. F5 · derivative.exercise_date: The Transaction continues to be divided into three individual tranches (each a "Tranche") with each Tranche divided into 25 individual components (each a "Component"); the expiration dates of the options included in the Components constituting Tranche 1 are the 25 trading days from July 25, 2019 through August 28, 2019, inclusive; the expiration dates of the options included in the Components constituting Tranche 2 are the 25 trading days from October 23, 2020 through November 30, 2020, inclusive; and the expiration dates of the Components constituting Tranche 3 are the 25 trading days from January 25, 2022 through March 1, 2022, inclusive. F6 · derivative.exercise_date: Each Component relates to 16,667 Class A Voting Shares and 16,667 Class B Non-Voting Shares (or, in the case of the options included in the Components having the final expiration date for each Tranche, 16,658.5 Class A Voting Shares and 16,658.5 Class B Non-Voting Shares) in the case of Tranche 1 and Tranche 2 and 16,659 Class A Voting Shares and 16,659 Class B Non-Voting Shares in the case of Tranche 3). F7 · derivative.exercise_date: On the relevant expiration date for each Component: the call option will automatically be exercised if the Settlement Price is greater than $52.677 (the "Call Strike Price"); the put option will automatically be exercised if the Reference price is less than or equal to $33.167 (the "Put Strike Price"); and the call right and the put right will expire unexercised if the Reference Price is greater than the Put Strike Price but less than the Call Strike Price. F3 · derivative.expiration_date: As reported on a previously filed Form 4, on November 12, 2015, Discovery Lightning Investments Limited ("Discovery"), a wholly-owned subsidiary of Discovery Communications Inc., entered into a Collar Transaction (the "Transaction") with an unaffiliated bank (the "Bank"), pursuant to which Discovery wrote covered call options and purchased put options over an aggregate of 2,500,000 Common Shares. F4 · derivative.expiration_date: In connection with the Reclassification, pursuant to a notice dated February 10, 2017 given by the Bank, the terms of the Transaction were adjusted in a transaction exempt under Rule 16b-7 to reflect the Reclassification, with no changes to the economic rights and obligations of either Discovery or the Bank. As adjusted, the Transaction relates to 2,500,000 units, each consisting of 0.5 Class A Voting Shares and 0.5 Class B Non-Voting Shares, for an aggregate of 1,250,000 Class A Voting Shares and 1,250,000 Class B Non-Voting Shares. F5 · derivative.expiration_date: The Transaction continues to be divided into three individual tranches (each a "Tranche") with each Tranche divided into 25 individual components (each a "Component"); the expiration dates of the options included in the Components constituting Tranche 1 are the 25 trading days from July 25, 2019 through August 28, 2019, inclusive; the expiration dates of the options included in the Components constituting Tranche 2 are the 25 trading days from October 23, 2020 through November 30, 2020, inclusive; and the expiration dates of the Components constituting Tranche 3 are the 25 trading days from January 25, 2022 through March 1, 2022, inclusive. F6 · derivative.expiration_date: Each Component relates to 16,667 Class A Voting Shares and 16,667 Class B Non-Voting Shares (or, in the case of the options included in the Components having the final expiration date for each Tranche, 16,658.5 Class A Voting Shares and 16,658.5 Class B Non-Voting Shares) in the case of Tranche 1 and Tranche 2 and 16,659 Class A Voting Shares and 16,659 Class B Non-Voting Shares in the case of Tranche 3). F7 · derivative.expiration_date: On the relevant expiration date for each Component: the call option will automatically be exercised if the Settlement Price is greater than $52.677 (the "Call Strike Price"); the put option will automatically be exercised if the Reference price is less than or equal to $33.167 (the "Put Strike Price"); and the call right and the put right will expire unexercised if the Reference Price is greater than the Put Strike Price but less than the Call Strike Price. F2 · ownership.direct: The shares are held directly by Discovery Lightning Investments Limited, an indirect wholly-owned subsidiary of Discovery Communications, Inc. Read SEC document |
| February 10, 2017 Filed Feb 13, 2017 21:42 UTC |
Warner Bros. Discovery, Inc.10% owner · See Remarks
Discovery Lightning Investments LTD10% owner · See Remarks
|
OtherClass B Non-Voting Shares | 2,500,000 | Not disclosed | Not disclosed |
DisclosureSEC source: 0001209191-17-010035 · doc4.xml · nonDerivative · entry 3 Discovery Communications, Inc. · CIK 0001437107 · 10% owner · See Remarks Discovery Lightning Investments LTD · CIK 0001658101 · 10% owner · See Remarks Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · By subsidiary Disclosed balance after: 2,500,000 F1 · kind: Pursuant to a reclassification exempt under Rule 16b-7 (the "Reclassification"), each common share, no par value (the "Common Shares"), was reclassified into 0.5 Class A voting shares, no par value (the "Class A Voting Shares"), and 0.5 Class B non-voting shares, no par value (the "Class B Non-Voting Shares"). F1 · price: Pursuant to a reclassification exempt under Rule 16b-7 (the "Reclassification"), each common share, no par value (the "Common Shares"), was reclassified into 0.5 Class A voting shares, no par value (the "Class A Voting Shares"), and 0.5 Class B non-voting shares, no par value (the "Class B Non-Voting Shares"). F2 · ownership.direct: The shares are held directly by Discovery Lightning Investments Limited, an indirect wholly-owned subsidiary of Discovery Communications, Inc. Read SEC document |
| February 10, 2017 Filed Feb 13, 2017 21:42 UTC |
Warner Bros. Discovery, Inc.10% owner · See Remarks
Discovery Lightning Investments LTD10% owner · See Remarks
|
OtherClass A Voting Shares | 2,500,000 | Not disclosed | Not disclosed |
DisclosureSEC source: 0001209191-17-010035 · doc4.xml · nonDerivative · entry 2 Discovery Communications, Inc. · CIK 0001437107 · 10% owner · See Remarks Discovery Lightning Investments LTD · CIK 0001658101 · 10% owner · See Remarks Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · By subsidiary Disclosed balance after: 2,500,000 F1 · kind: Pursuant to a reclassification exempt under Rule 16b-7 (the "Reclassification"), each common share, no par value (the "Common Shares"), was reclassified into 0.5 Class A voting shares, no par value (the "Class A Voting Shares"), and 0.5 Class B non-voting shares, no par value (the "Class B Non-Voting Shares"). F1 · price: Pursuant to a reclassification exempt under Rule 16b-7 (the "Reclassification"), each common share, no par value (the "Common Shares"), was reclassified into 0.5 Class A voting shares, no par value (the "Class A Voting Shares"), and 0.5 Class B non-voting shares, no par value (the "Class B Non-Voting Shares"). F2 · ownership.direct: The shares are held directly by Discovery Lightning Investments Limited, an indirect wholly-owned subsidiary of Discovery Communications, Inc. Read SEC document |
| February 10, 2017 Filed Feb 13, 2017 21:42 UTC |
Warner Bros. Discovery, Inc.10% owner · See Remarks
Discovery Lightning Investments LTD10% owner · See Remarks
|
OtherCommon Shares | 5,000,000 | Not disclosed | Not disclosed |
DisclosureSEC source: 0001209191-17-010035 · doc4.xml · nonDerivative · entry 1 Discovery Communications, Inc. · CIK 0001437107 · 10% owner · See Remarks Discovery Lightning Investments LTD · CIK 0001658101 · 10% owner · See Remarks Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · By subsidiary Disclosed balance after: 0 F1 · kind: Pursuant to a reclassification exempt under Rule 16b-7 (the "Reclassification"), each common share, no par value (the "Common Shares"), was reclassified into 0.5 Class A voting shares, no par value (the "Class A Voting Shares"), and 0.5 Class B non-voting shares, no par value (the "Class B Non-Voting Shares"). F1 · price: Pursuant to a reclassification exempt under Rule 16b-7 (the "Reclassification"), each common share, no par value (the "Common Shares"), was reclassified into 0.5 Class A voting shares, no par value (the "Class A Voting Shares"), and 0.5 Class B non-voting shares, no par value (the "Class B Non-Voting Shares"). F2 · ownership.direct: The shares are held directly by Discovery Lightning Investments Limited, an indirect wholly-owned subsidiary of Discovery Communications, Inc. Read SEC document |
| February 03, 2017 Filed Feb 7, 2017 22:02 UTC |
BURNS MICHAEL RAYMONDDirector · Vice Chairman
|
Tax withholdingClass B Common Shares | 1,324 | $26.60 | $35,218.40 |
DisclosureSEC source: 0001254639-17-000001 · primary_doc.xml · nonDerivative · entry 4 BURNS MICHAEL RAYMOND · CIK 0001254639 · Director · Vice Chairman 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 1,037,192 F4 · shares: Represents Class B common shares withheld by the Issuer to satisfy certain tax withholding obligations upon the granting and vesting of 3,524 restricted share units. The grant of the restricted share units is reported herein and, pursuant to the Lions Gate Entertainment Corp. 2012 Performance Incentive Plan and the Issuer's policies, 1,324 Class B common shares were automatically canceled to cover certain of the reporting person's tax withholding obligations. No Class B common shares were sold by the Issuer of the reporting person. F3 · balance_after: Amount includes 10,853 restricted share units granted by the Issuer, payable upon vesting in an equal number of Class B common shares of the Issuer, that are scheduled to vest in two equal annual installments beginning May 8, 2017. Read SEC document |
| February 03, 2017 Filed Feb 7, 2017 22:02 UTC |
BURNS MICHAEL RAYMONDDirector · Vice Chairman
|
GrantClass B Common Shares | 3,524 | $0.00 | $0.00 |
DisclosureSEC source: 0001254639-17-000001 · primary_doc.xml · nonDerivative · entry 3 BURNS MICHAEL RAYMOND · CIK 0001254639 · Director · Vice Chairman 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 1,038,516 F3 · balance_after: Amount includes 10,853 restricted share units granted by the Issuer, payable upon vesting in an equal number of Class B common shares of the Issuer, that are scheduled to vest in two equal annual installments beginning May 8, 2017. Read SEC document |
| February 03, 2017 Filed Feb 7, 2017 22:02 UTC |
BURNS MICHAEL RAYMONDDirector · Vice Chairman
|
Tax withholdingClass A Common Shares | 1,224 | $28.33 | $34,675.92 |
DisclosureSEC source: 0001254639-17-000001 · primary_doc.xml · nonDerivative · entry 2 BURNS MICHAEL RAYMOND · CIK 0001254639 · Director · Vice Chairman 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 1,037,077 F2 · shares: Represents Class A common shares withheld by the Issuer to satisfy certain tax withholding obligations upon the granting and vesting of 3,309 restricted share units. The grant of the restricted share units is reported herein and, pursuant to the Lions Gate Entertainment Corp. 2012 Performance Incentive Plan and the Issuer's policies, 1,224 Class A common shares were automatically canceled to cover certain of the reporting person's tax withholding obligations. No Class A common shares were sold by the Issuer or the reporting person. F1 · balance_after: Amount includes 10,853 restricted share units granted by the Issuer, payable upon vesting in an equal number of Class A common shares of the Issuer, that are scheduled to vest in two equal annual installments beginning May 8, 2017. Read SEC document |
| February 03, 2017 Filed Feb 7, 2017 22:02 UTC |
BURNS MICHAEL RAYMONDDirector · Vice Chairman
|
GrantClass A Common Shares | 3,309 | $0.00 | $0.00 |
DisclosureSEC source: 0001254639-17-000001 · primary_doc.xml · nonDerivative · entry 1 BURNS MICHAEL RAYMOND · CIK 0001254639 · Director · Vice Chairman 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 1,038,301 F1 · balance_after: Amount includes 10,853 restricted share units granted by the Issuer, payable upon vesting in an equal number of Class A common shares of the Issuer, that are scheduled to vest in two equal annual installments beginning May 8, 2017. Read SEC document |
| January 12, 2017 Filed Jan 12, 2017 23:02 UTC |
Crawford GordonDirector
|
PurchaseClass B Common Shares | 12,409 | $26.31 | $326,480.79 |
DisclosureSEC source: 0001567530-17-000001 · primary_doc.xml · nonDerivative · entry 3 Crawford Gordon · CIK 0001567530 · Director 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 204,415 F4 · price: The price reported in a weighted average price. These shares were purchased in multiple transactions at prices ranging from $26.28 to $26.39. The reporting person undertakes to provide full information regarding the number of shares and prices at which the transactions were effected upon request of the SEC Staff, the Issuer or a security holder of the Issuer. F3 · balance_after: Amount includes the following restricted share units granted by the Issuer, payable upon vesting in an equal number of Class B Common Shares of the Issuer: (i) 1,221 restricted share units that are scheduled to vest in three equal annual installments beginning September 13, 2017; (ii) 253 restricted share units that are scheduled to vest on September 9, 2017; and (iii) 432 restricted share units that are scheduled to vest in two equal annual installments beginning September 15, 2017. Read SEC document |
| January 11, 2017 Filed Jan 12, 2017 23:02 UTC |
Crawford GordonDirector
|
PurchaseClass B Common Shares | 22,591 | $26.53 | $599,339.23 |
DisclosureSEC source: 0001567530-17-000001 · primary_doc.xml · nonDerivative · entry 2 Crawford Gordon · CIK 0001567530 · Director 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 192,006 F2 · price: The price reported in a weighted average price. These shares were purchased in multiple transactions at prices ranging from $26.49 to $26.63. The reporting person undertakes to provide full information regarding the number of shares and prices at which the transactions were effected upon request of the SEC Staff, the Issuer or a security holder of the Issuer. F3 · balance_after: Amount includes the following restricted share units granted by the Issuer, payable upon vesting in an equal number of Class B Common Shares of the Issuer: (i) 1,221 restricted share units that are scheduled to vest in three equal annual installments beginning September 13, 2017; (ii) 253 restricted share units that are scheduled to vest on September 9, 2017; and (iii) 432 restricted share units that are scheduled to vest in two equal annual installments beginning September 15, 2017. Read SEC document |
| December 28, 2016 Filed Dec 30, 2016 23:12 UTC |
BARGE JAMES WChief Financial Officer
|
GrantShare Appreciation Right · Derivative | 425,000 | $0.00 Strike: $25.22 | $0.00 |
DisclosureSEC source: 0001237441-16-000009 · primary_doc.xml · derivative · entry 3 BARGE JAMES W · CIK 0001237441 · Chief Financial Officer 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 425,000 Underlying: Class B Common Shares · 425,000 shares Expires 2026-12-28 F3 · derivative.exercise_date: The share appreciation rights vest in four equal annual installments beginning December 28, 2016. Read SEC document |
Value uses the disclosed total when available, otherwise shares × reported transaction price. It is not an estimate of exercise cash cost or investment performance.