SEC Form 4 · accession 0001335258-17-000145
Live Nation Entertainment, Inc. · LYV
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Michael Rapino
Officer — President & CEO · Director
Period of report
Nov 29, 2017
Accepted (ET)
Dec 1, 2017 · 6:21 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 29, 2017 | M | 70,000 | $2.75 | A | 115,277 | D | |
| Common StockF2 | Nov 29, 2017 | S | 70,000 | $46.28 | D | 45,277 | D | |
| Common Stock | Nov 30, 2017 | M | 70,000 | $2.75 | A | 115,277 | D | |
| Common StockF3 | Nov 30, 2017 | S | 70,000 | $45.48 | D | 45,277 | D | |
| Common Stock | Dec 1, 2017 | M | 70,000 | $2.75 | A | 115,277 | D | |
| Common StockF4 | Dec 1, 2017 | S | 70,000 | $45.02 | D | 45,277 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (buy)F5 | $2.75 | Nov 29, 2017 | M | 70,000 | D | — | Mar 17, 2019 | Common Stock | 70,000 | 1,930,000 | D |
| Stock Option (buy)F5 | $2.75 | Nov 30, 2017 | M | 70,000 | D | — | Mar 17, 2019 | Common Stock | 70,000 | 1,860,000 | D |
| Stock Option (buy)F5 | $2.75 | Dec 1, 2017 | M | 70,000 | D | — | Mar 17, 2019 | Common Stock | 70,000 | 1,790,000 | D |
Explanation of responses
- F1MR. RAPINO HELD A TOTAL OF 7,920,479 SHARES AND STOCK OPTIONS, INCLUDING BOTH VESTED AND UNVESTED SHARES/STOCK OPTIONS, AS OF NOVEMBER 7, 2017. MR. RAPINO CURRENTLY PLANS TO SYSTEMATICALLY SELL CERTAIN SHARES (INCLUDING SHARES ACQUIRED UPON EXERCISE OF STOCK OPTIONS) IN NOVEMBER AND DECEMBER OF 2017 IN ORDER TO DIVERSIFY HIS PORTFOLIO AND FOR TAX PLANNING PURPOSES. THE SECURITIES REPORTED AS SOLD ON THIS FORM 4 REPRESENT APPROXIMATELY 3% OF THE SHARES AND STOCK OPTIONS HELD BY MR. RAPINO ON NOVEMBER 7, 2017, IMMEDIATELY PRIOR TO THE COMMENCEMENT OF THE PLANNED SELLING ACTIVITY.
- F2This transaction was executed in multiple trades at prices ranging from $45.60 to $46.98. The price reported 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.
- F3This transaction was executed in multiple trades at prices ranging from $45.09 to $46.15. The price reported 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 $44.37 to $46.02. The price reported 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.
- F5The reporting person received the stock options on March 17, 2009 pursuant to award under the Live Nation Entertainment, Inc. 2005 Stock Incentive Plan, as amended and restated, and the stock options vested in five equal installments on March 17, 2010, 2011, 2012, 2013 and 2014.