SEC Form 4 · accession 0001209191-15-047135
Viacom Inc. · VIA, VIAB
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Carl D Folta
Officer — EVP, Corporate Communications
Period of report
May 22, 2015
Accepted (ET)
May 27, 2015 · 4:19 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001339947
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class B Common StockF1 | May 22, 2015 | M | 1,510 | — | A | 38,877 | D | |
| Class B Common StockF2 | May 22, 2015 | F | 558 | $66.80 | D | 38,319 | D | |
| Class B Common StockF3 | May 23, 2015 | M | 2,224 | — | A | 40,543 | D | |
| Class B Common StockF2 | May 23, 2015 | F | 822 | $66.80 | D | 39,721 | D | |
| Class B Common StockF4 | May 25, 2015 | M | 2,102 | — | A | 41,823 | D | |
| Class B Common StockF2 | May 25, 2015 | F | 777 | $66.80 | D | 41,046 | D | |
| Class B Common Stock | holding | — | — | — | 1,519 | I | By 401(k) |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Share UnitsF5,F1 | — | May 22, 2015 | M | 1,510 | D | — | — | Class B Common Stock | 1,510 | 3,019 | D |
| Restricted Share UnitsF5,F3 | — | May 23, 2015 | M | 2,224 | D | — | — | Class B Common Stock | 2,224 | 2,224 | D |
| Restricted Share UnitsF5,F4 | — | May 25, 2015 | M | 2,102 | D | — | — | Class B Common Stock | 2,102 | 0 | D |
Explanation of responses
- F1These shares were issued on May 22, 2015 upon vesting of the second of four equal annual installments of Restricted Share Units ("RSUs") that were granted on May 22, 2013. On the date of vesting, the closing price of the Class B Common Stock on The NASDAQ Global Select Market was $66.80 per share.
- F2These shares were withheld by Viacom to satisfy tax liability incident to the vesting of, and delivery of shares underlying, the RSUs, and were not actually sold or otherwise disposed of in an open-market transaction.
- F3These shares were issued on May 23, 2015 upon vesting of the third of four equal annual installments of RSUs that were granted on May 23, 2012. On the date of vesting, the most recent closing price of the Class B Common Stock on The NASDAQ Global Select Market was $66.80 per share.
- F4These shares were issued on May 25, 2015 upon vesting of the last of four equal annual installments of RSUs that were granted on May 25, 2011. On the date of vesting, the most recent closing price of the Class B Common Stock on The NASDAQ Global Select Market was $66.80 per share.
- F5Granted under the Viacom Inc. 2006 Long-Term Management Incentive Plan, as amended and restated as of January 1, 2011, for no consideration.