SEC Form 4 · accession 0000950157-18-000882
Graham Holdings Co · GHC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Donald Graham
Director · 10% Owner
Period of report
Aug 2, 2018
Accepted (ET)
Aug 6, 2018 · 4:18 pm EDT
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 StockF1 | Aug 2, 2018 | P | 950 | $546.61 | A | 4,750 | I | Trusts for Children |
| Class B Common StockF1 | Aug 2, 2018 | P | 410 | $549.50 | A | 5,160 | I | Trusts for Children |
| Class B Common StockF3,F1 | Aug 3, 2018 | P | 215 | $556.75 | A | 5,375 | I | Trusts for Children |
| Class B Common StockF1 | Aug 3, 2018 | P | 50 | $557.50 | A | 5,425 | I | Trusts for Children |
| Class B Common StockF1 | Aug 3, 2018 | P | 25 | $559.55 | A | 5,450 | I | Trusts for Children |
| Class B Common StockF1 | Aug 3, 2018 | P | 150 | $561.55 | A | 5,600 | I | Trusts for Children |
| Class B Common Stock | holding | — | — | — | 3,087 | I | Revocable Trust | |
| Class B Common StockF1 | holding | — | — | — | 46,638 | I | Trusts for Siblings | |
| Class B Common StockF1 | holding | — | — | — | 1,044 | I | Trusts for Children of Siblings | |
| Class B Common StockF1 | holding | — | — | — | 5,000 | I | Trust for Third Party | |
| Class B Common StockF2 | holding | — | — | — | 60 | I | By spouse |
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 | — | holding | — | — | — | — | — | Class B Common Stock | — | 150,469 | D |
| Class A Common StockF1,F4 | — | holding | — | — | — | — | — | Class B Common Stock | — | 194,505 | I |
| Class A Common StockF1,F4 | — | holding | — | — | — | — | — | Class B Common Stock | — | 178,555 | I |
| Class A Common StockF4 | — | holding | — | — | — | — | — | Class B Common Stock | — | 388,225 | I |
| Class A Common StockF1,F4 | — | holding | — | — | — | — | — | Class B Common Stock | — | 1,800 | I |
Explanation of responses
- F1The 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.
- F2The reporting person disclaims beneficial ownership of the reported securities.
- F3The price reported in Column 4 is a weighted average price. These shares were purchased for the Laura O'Shaughnessy 2012 Family Trust by Timothy O'Shaughnessy, a co-trustee, in multiple transactions at prices ranging from $556.55 to $556.95, inclusive. The reporting person undertakes to provide to Graham Holdings Company, any security holder of Graham Holdings Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the shares purchased at each separate price within the range set forth in this footnote. The reporting person is a co-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.