SEC Form 4 · accession 0001209191-18-032346
Viacom Inc. · VIA, VIAB
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Wade Davis
Officer — EVP, CFO
Period of report
May 18, 2018
Accepted (ET)
May 22, 2018 · 5:08 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,F2 | May 18, 2018 | M | 8,685 | — | A | 61,948 | D | |
| Class B Common StockF3 | May 18, 2018 | F | 3,319 | $27.24 | D | 58,629 | D | |
| Class B Common StockF4 | May 18, 2018 | M | 9,929 | — | A | 68,558 | D | |
| Class B Common StockF3 | May 18, 2018 | F | 3,794 | $27.24 | D | 64,764 | D | |
| Class B Common StockF5 | May 20, 2018 | M | 5,120 | — | A | 69,884 | D | |
| Class B Common StockF3 | May 20, 2018 | F | 1,956 | $27.24 | D | 67,928 | D | |
| Class B Common Stock | holding | — | — | — | 544 | 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 UnitsF6,F1 | — | May 18, 2018 | M | 8,685 | D | — | — | Class B Common Stock | 8,685 | 17,370 | D |
| Restricted Share UnitsF6,F4 | — | May 18, 2018 | M | 9,929 | D | — | — | Class B Common Stock | 9,929 | 29,789 | D |
| Restricted Share UnitsF7,F5 | — | May 20, 2018 | M | 5,120 | D | — | — | Class B Common Stock | 5,120 | 5,120 | D |
Explanation of responses
- F1These shares were issued on May 18, 2018 upon vesting of the second 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 $27.24 per share.
- F2Includes shares of Class B Common Stock acquired by the executive officer in connection with a dividend reinvestment program exempt from Section 16(a).
- F3These 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.
- F4These shares were issued on May 18, 2018 upon vesting of the first of four equal annual installments of RSUs that were granted on May 18, 2017. On the date of vesting, the closing price of the Class B Common Stock on The NASDAQ Global Select Market was $27.24 per share.
- F5These shares were issued on May 20, 2018 upon vesting of the third of four equal annual installments of RSUs that were granted on May 20, 2015. On the date of vesting, the most recent closing price of the Class B Common Stock on The NASDAQ Global Select Market was $27.24 per share.
- F6Granted under the Viacom Inc. 2016 Long-Term Management Incentive Plan for no consideration.
- F7Granted under the Viacom Inc. 2006 Long-Term Management Incentive Plan, as amended and restated as of January 1, 2011, for no consideration.