SEC Form 4 · accession 0001104659-15-082248
Live Nation Entertainment, Inc. · LYV
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Liberty Media Corp
Director · 10% Owner
Period of report
Nov 27, 2015
Accepted (ET)
Dec 1, 2015 · 5:10 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001335258
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Nov 27, 2015 | J | 15,900,000 | — | A | 57,259,205 | D | |
| Common StockF2 | holding | — | — | — | 12,385,828 | I | Through Wholly-Owned Subsidiaries |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Forward purchase contract (obligation to buy)F1 | — | Nov 27, 2015 | J | 15,900,000 | D | Nov 27, 2015 | Nov 27, 2015 | Common Stock | 15,900,000 | 0 | D |
Explanation of responses
- F1As previously disclosed, on September 4, 2014, the Reporting Person entered into a forward purchase contract (the "Forward Contract") with an unaffiliated counterparty covering up to a maximum of 15,900,000 notional shares of the Issuer's Common Stock. On September 28, 2015, the unaffiliated counterparty completed its initial hedge, and the number of notional shares of Common Stock covered by the Forward Contract was fixed at 15,900,000 shares. The Forward Contract expired on November 27, 2015 and will be physically settled on December 2, 2015. The "forward price" is equal to the volume weighted average of the volume weighted average prices of the shares of Common Stock of the Issuer during the initial hedging period plus a commission plus an amount equal to the counterparty's internal funding costs plus a spread. The final forward price under the Forward Contract was $24.9345 per share.
- F2Includes 4,025,000 shares of the Issuer's Common Stock previously reported as directly held by the Reporting Person.