SEC Form 4 · accession 0001209191-19-017348
AMC Global Media Inc. · AMCX
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
Helen A Dolan
10% Owner · Other
Charles F Dolan
Officer — Executive Chairman · Director · 10% Owner · Other
Period of report
Mar 4, 2019
Accepted (ET)
Mar 6, 2019 · 4:26 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001514991
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common StockF1 | Mar 4, 2019 | A | 8,846 | $0.00 | A | 8,846 | D | |
| Class A Common Stock | Mar 4, 2019 | F | 3,043 | $62.38 | D | 5,803 | D | |
| Class A Common StockF3,F4,F5 | Mar 4, 2019 | M | 1,929 | $0.00 | A | 7,732 | D | |
| Class A Common StockF4,F5 | Mar 4, 2019 | F | 655 | $62.38 | D | 7,077 | D | |
| Class A Common StockF5,F7 | holding | — | — | — | 109,274 | I | By CFD Revocable Trust |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF3,F4,F5,F8 | — | Mar 4, 2019 | M | 1,929 | D | — | Mar 4, 2019 | Class A Common Stock | 1,929 | 0 | D |
Explanation of responses
- F1Each share of Class A Common Stock was issued on March 4, 2019 upon the vesting of performance restricted stock units ("PRSUs"). The PRSUs were initially granted on March 4, 2016 under the AMC Networks Inc. 2011 Amended and Restated Employee Stock Plan, and the number of shares of Class A Common Stock issued on March 4, 2019 was determined based on the achievement of performance criteria established at the time of grant.
- F2Securities withheld to pay withholding taxes on vested PRSUs exempt under Rule 16b-3.
- F3Each restricted stock unit ("RSU") was granted under the AMC Networks Inc. 2011 Amended and Restated Employee Stock Plan and represents a right to receive one share of Class A Common Stock or the cash equivalent thereof, at the election of the issuer.
- F4Securities held directly by Mr. Charles F. Dolan and indirectly by his spouse, Mrs. Helen A. Dolan.
- F5Helen A. Dolan disclaims beneficial ownership of these securities and this report shall not be deemed to be an admission that she is, for the purposes of Section 16 or for any other purpose, the beneficial owner of such securities.
- F6Securities withheld to pay withholding taxes on vested RSUs exempt under Rule 16b-3.
- F7Charles F. Dolan is a co-trustee and beneficiary of the Charles F. Dolan 2009 Revocable Trust.
- F8Two-thirds of the RSUs vested and were settled on March 6, 2017 and March 5, 2018. The remaining one-third of the RSUs vested were settled on March 4, 2019.