SEC Form 4 · accession 0000947871-18-000157
Optimum Communications, Inc. · OPTU
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
A later amendment supersedes this filing — read the amendment. The figures below are kept as originally reported (version chain, not an overwrite).
Reporting owners
Next Alt S.a.r.l.
Director · 10% Owner
A4 S.A.
Director
CVC 3 B.V.
Director · 10% Owner
Altice N.V.
Director · 10% Owner
Patrick Drahi
Director · 10% Owner
Period of report
Feb 13, 2018
Accepted (ET)
Feb 15, 2018 · 8:21 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001702780
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A common stockF1,F2,F3,F4 | Feb 13, 2018 | X | 2,295 | — | D | 46,174,784 | I | Neptune Holding US LP |
| Class A common stockF3,F4 | holding | — | — | — | 5,273,297 | I | CVC 3 B.V. | |
| Class A common stockF4,F5 | holding | — | — | — | 7,526,349 | I | UpperNext S.C.S.p | |
| Class A common stockF4,F6 | holding | — | — | — | 1,000 | I | A4 S.A. |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Put RightF3,F4,F2 | — | Feb 13, 2018 | X | 2,295 | D | — | — | Class A common stock | 2,295 | 46,174,784 | I |
Explanation of responses
- F1Represents shares distributed to a former employee following settlement into Class A common stock of Class B-2 Units held by such person.
- F2Neptune Holding US Limited Partnership ("Neptune Holding US LP") has an obligation to settle Class A Units and vested Class C and B-2 Units in either Class A common stock or a cash payment equivalent thereto.
- F3As of the date of this report, CVC 3 B.V. ("CVC 3") holds more than 10% of the Class A common stock of the Issuer on an as converted basis. Altice N.V. owns an indirect controlling interest in CVC 3. Mr. Drahi, Next Alt S.a r.l. ("Next Alt") and Altice N.V. may each be deemed to beneficially own the shares of the Issuer owned by CVC 3. CVC 3 is the sole member of Neptune Holding US GP LLC, which is the sole general partner of Neptune Holdings US LP. As such, Mr. Drahi, Next Alt, Altice N.V. and CVC 3 may each be deemed to beneficially own shares of the Issuer held by Neptune Holding US LP.
- F4Each Reporting Person disclaims beneficial ownership of all interests reported on this Form 4 except to the extent of such Reporting Person's pecuniary interests.
- F5Patrick Drahi is the sole controlling shareholder of Uppernext S.C.S.p ("Uppernext"). As such, Mr. Drahi may be deemed to beneficially own shares of the Issuer held by Uppernext.
- F6Next Alt is a personal holding company of Mr. Drahi, who is its controlling shareholder. As of the date of this report, Next Alt is holder of 64.07% of the share capital and voting rights of Altice N.V. Altice N.V. maintains a one-tier board of three executive board members and three non-executive board members. The executive board members are appointed by shareholders at the general meeting at the binding nomination of Next Alt. A4 S.A., which is controlled by the family of Mr. Drahi, is an executive board member of Altice N.V. Altice N.V. and A4 S.A. are parties to a stockholders agreement with the Company pursuant to which they have certain rights to appoint directors of the Issuer.