SEC Form 4 · accession 0000899243-16-027765
COMSCORE, INC. · SCOR
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Period of report
Aug 17, 2016
Accepted (ET)
Aug 19, 2016 · 5:11 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001158172
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2,F3 | Aug 17, 2016 | P | 60,000 | $27.1463 | A | 10,814,696 | I | See Footnote |
| Common StockF4,F2,F3 | Aug 18, 2016 | P | 60,000 | $27.3242 | A | 10,874,696 | I | See Footnote |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1The price reported in column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $26.96 to $27.68, inclusive. The reporting persons undertake to provide to the SEC, comScore, Inc., or any securityholder of comScore, Inc., upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes (1) and (4) to this Form 4.
- F2These shares include a total of 3,493,571 shares of Common Stock of the Issuer that were transferred in February and March 2016 to Cavendish Square Holding B.V. (see Footnote 3 below) ("Cavendish") by WPP Luxembourg Gamma Three S.a r.l., a wholly-owned subsidiary of WPP plc that WPP plc owns indirectly through a series of intervening holding companies, in order to consolidate WPP plc's indirect holdings of Issuer shares (the "Consolidation"). The Consolidation effected only a change in the form of ownership for WPP plc and was exempt from reporting pursuant to Rule 16a-13.
- F3These shares are owned directly by Cavendish, which is a wholly-owned subsidiary of WPP plc that WPP plc owns indirectly through a series of intervening holding companies. WPP plc is an indirect beneficial owner of the reported securities.
- F4The price reported in column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $27.00 to $27.51, inclusive.