SEC Form 4 · accession 0001127602-17-006862
WARNER MEDIA, LLC · TWX
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Douglas Edward Horne
Officer — SVP and Controller
Period of report
Feb 15, 2017
Accepted (ET)
Feb 17, 2017 · 3:13 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001105705
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock, Par Value $.01F2 | Feb 15, 2017 | M | 3,411 | $0.00 | A | 16,282 | D | |
| Common Stock, Par Value $.01 | Feb 15, 2017 | F | 1,385 | $96.32 | D | 14,897 | D | |
| Common Stock, Par Value $.01F2 | Feb 15, 2017 | M | 1,398 | $0.00 | A | 16,295 | D | |
| Common Stock, Par Value $.01 | Feb 15, 2017 | F | 720 | $96.32 | D | 15,575 | D | |
| Common Stock, Par Value $.01F2 | Feb 15, 2017 | M | 2,385 | $0.00 | A | 17,960 | D | |
| Common Stock, Par Value $.01 | Feb 15, 2017 | F | 1,229 | $96.32 | D | 16,731 | D | |
| Common Stock, Par Value $.01F2 | Feb 15, 2017 | M | 2,208 | $0.00 | A | 18,939 | D | |
| Common Stock, Par Value $.01 | Feb 15, 2017 | F | 1,138 | $96.32 | D | 17,801 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF8,F2,F4 | — | Feb 15, 2017 | M | 3,411 | D | — | — | Common Stock, Par Value $.01 | 3,411 | 31,466 | D |
| Restricted Stock UnitsF8,F2,F5 | — | Feb 15, 2017 | M | 1,398 | D | — | — | Common Stock, Par Value $.01 | 1,398 | 30,068 | D |
| Restricted Stock UnitsF8,F2,F6 | — | Feb 15, 2017 | M | 2,385 | D | — | — | Common Stock, Par Value $.01 | 2,385 | 27,683 | D |
| Restricted Stock UnitsF8,F2,F7 | — | Feb 15, 2017 | M | 2,208 | D | — | — | Common Stock, Par Value $.01 | 2,208 | 25,475 | D |
Explanation of responses
- F1Shares of common stock acquired upon the vesting of restricted stock units awarded on February 15, 2013, February 15, 2014, February 15, 2015 and February 15, 2016.
- F2Each restricted stock unit represents a contingent right to receive one share of common stock. The Reporting Person received one share of common stock for each restricted stock unit that vested.
- F3Payment of tax liability by withholding shares of common stock incident to the vesting of restricted stock units in accordance with Rule 16b-3.
- F4These restricted stock units vest in two equal installments on the third and fourth anniversaries of the date of grant, February 15, 2013.
- F5These restricted stock units vest in four equal installments on the first four anniversaries of the date of grant, February 15, 2014.
- F6These restricted stock units vest in four equal installments on the first four anniversaries of the date of grant, February 15, 2015.
- F7These restricted stock units vest in four equal installments on the first four anniversaries of their date of grant, February 15, 2016.
- F8These restricted stock units include (i) restricted stock units that vest in four equal installments on the first four anniversaries of the following dates of grant: February 15, 2014, February 15, 2015 and February 15, 2016; (ii) restricted stock units that are scheduled to vest in four equal installments on each anniversary of February 15, 2017; and (iii) restricted stock units that are scheduled to vest in four equal installments on each anniversary of February 15, 2018.