SEC Form 4 · accession 0001225208-15-021129
Liberty TripAdvisor Holdings, Inc. · LTRPA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Christopher W Shean
Officer — SVP/CFO
Period of report
Nov 17, 2015
Accepted (ET)
Nov 19, 2015 · 6:44 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001606745
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Series A Common Stock | Nov 17, 2015 | M | 13,036 | $14.11 | A | 49,458 | D | |
| Series A Common StockF1 | Nov 17, 2015 | S | 13,036 | $28.7438 | D | 36,422 | 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 (right to buy) - LTRPAF2,F3 | $14.11 | Nov 17, 2015 | M | 13,036 | D | — | Dec 16, 2015 | Series A Common Stock | 13,036 | 0 | D |
Explanation of responses
- F1The price is a weighted average price. These shares were sold in multiple transactions ranging from $28.7210 to $28.7940, inclusive. The reporting person undertakes to provide to the Securities and Exchange Commission, the Issuer, or any security holder of the Issuer, upon request, full information regarding the number of shares sold at each separate price within the range.
- F2On August 27, 2014, Liberty Interactive Corporation completed the spin-off of the Issuer, which was effected by the distribution to each holder of its Liberty Ventures Common Stock of shares of the corresponding series of the Issuer's common stock. In connection with the completion of the spin-off, all equity awards held by the reporting person with respect to the Liberty Ventures Common Stock (each an "Original LVNT Award") were adjusted pursuant to the anti-dilution provisions of the incentive plans under which the equity awards were granted, such that the reporting person received (i) an adjustment to the exercise price or base price, as applicable, and number of shares relating to the Original LVNT Award and (ii) an equity award relating to shares of the corresponding series of the Issuer's common stock. These adjustments were approved by the Issuer's board of directors pursuant to Rule 16b-3 under the Securities Exchange Act of 1934, as amended.
- F3The derivative security is fully vested.