SEC Form 4 · accession 0000950142-15-000422
LAS VEGAS SANDS CORP · LVS
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Robert G Goldstein
Officer — President & COO · Director
Period of report
Feb 13, 2015
Accepted (ET)
Feb 18, 2015 · 5:32 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001300514
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Feb 13, 2015 | M | 50,000 | $4.09 | A | 275,000 | D | |
| Common StockF2,F3 | Feb 13, 2015 | S | 50,000 | $60.2244 | D | 225,000 | D | |
| Common StockF1 | Feb 17, 2015 | M | 50,000 | $4.09 | A | 275,000 | D | |
| Common StockF2,F4 | Feb 17, 2015 | S | 50,000 | $61.0833 | D | 225,000 | D | |
| Common Stock | holding | — | — | — | 169,111 | I | By The Robert and Sheryl Goldstein Trust |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Option (Right to Buy)F1,F5 | $4.09 | Feb 13, 2015 | M | 50,000 | D | — | Jul 9, 2019 | Common Stock | 50,000 | 250,000 | D |
| Option (Right to Buy)F1,F5 | $4.09 | Feb 17, 2015 | M | 50,000 | D | — | Jul 9, 2019 | Common Stock | 50,000 | 200,000 | D |
Explanation of responses
- F1In accordance with the provisions of the Issuer's 2004 Equity Award Plan, the Compensation Committee approved an equitable adjustment to reduce the exercise price of the options to reflect the $2.75 per share special dividend to be paid on outstanding shares of the Issuer's common stock. The equitable adjustment was effective as of December 10, 2012.
- F2Shares sold in connection with the exercise of stock options.
- F3This transaction was executed in multiple trades at prices ranging from $60.20 to $60.33. The price reported above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the transaction was effected.
- F4This transaction was executed in multiple trades at prices ranging from $61.00 to $61.41. The price reported above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the transaction was effected.
- F550% of the option shares vested on January 1, 2010 and 50% of the option shares vested on January 1, 2011.
Remarks
In addition to the 394,111 shares listed on Table I and the 200,000 options listed in Table II above, Mr. Goldstein holds options to purchase 123,397 shares that are vested and exercisable and options to purchase 2,250,000 shares that are unvested.