SEC Form 4 · accession 0001209191-17-034445
Viacom Inc. · VIA, VIAB
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
DeDe Lea
Officer — EVP, Global Government Affairs
Period of report
May 18, 2017
Accepted (ET)
May 22, 2017 · 6:11 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 18, 2017 | M | 2,702 | — | A | 24,218 | D | |
| Class B Common StockF2 | May 18, 2017 | F | 980 | $33.99 | D | 23,238 | D | |
| Class B Common Stock | holding | — | — | — | 1,114 | 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 UnitsF3,F1 | — | May 18, 2017 | M | 2,702 | D | — | — | Class B Common Stock | 2,702 | 8,106 | D |
| Employee Stock Option (Right to Buy)F3,F4 | $33.99 | May 18, 2017 | A | 41,056 | A | — | May 18, 2025 | Class B Common Stock | 41,056 | 41,056 | D |
| Restricted Share UnitsF3,F5 | — | May 18, 2017 | A | 12,357 | A | — | — | Class B Common Stock | 12,357 | 12,357 | D |
Explanation of responses
- F1These shares were issued on May 18, 2017 upon vesting of the first of four equal annual installments of Restricted Share Units ("RSUs") that were granted on May 18, 2016. On the date of vesting, the closing price of the Class B Common Stock on The NASDAQ Global Select Market was $33.99 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.
- F3Granted under the Viacom Inc. 2016 Long-Term Management Incentive Plan for no consideration.
- F4These Stock Options will vest in four equal annual installments beginning on May 18, 2018.
- F5These RSUs will vest in four equal annual installments beginning on May 18, 2018 and a corresponding number of Class B shares, net of any shares withheld by Viacom to satisfy tax liability incident to the vesting of the RSUs, will be delivered on each vest date.