SEC Form 4 · accession 0000950157-16-002512
Graham Holdings Co · GHC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Timothy J O'Shaughnessy
Officer — President and CEO · Director
Period of report
Nov 21, 2016
Accepted (ET)
Nov 23, 2016 · 4:33 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000104889
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class B Common Stock | holding | — | — | — | 8,892 | D | ||
| Class B Common StockF1 | holding | — | — | — | 2,782 | I | Spouse | |
| Class B Common StockF2 | holding | — | — | — | 900 | I | Trust for Spouse | |
| Class B Common StockF3 | holding | — | — | — | 3,800 | I | Trust for spouse and children |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Class A Common StockF4 | — | Nov 21, 2016 | G | 3,974 | A | — | — | Class B Common Stock | — | 9,867 | I |
Explanation of responses
- F1Includes 1,500 shares of restricted stock vesting on 1/4/2017.
- F2The reporting person is not a beneficiary of such trust. The reporting person disclaims beneficial ownership of the reported securities.
- F3The reporting person is a trustee of the trust that owns the reported securities, but he is not a beneficiary of such trust. The reporting person disclaims beneficial ownership of the reported securities.
- F4Shares of Class A Common Stock are convertible into shares of Class B Common Stock at any time on a one-for-one basis and have no expiration date.
- F5Following the termination of a grantor retained annuity trust, 3,974 shares of Class A Common Stock were transferred to a trust for the benefit of the reporting person's wife. The reporting person disclaims beneficial ownership of the reported securities.