SEC Form 4 · accession 0001225208-19-002998
Churchill Downs Inc · CHDN
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Austin W. Miller
Officer — Section 16
Period of report
Feb 13, 2019
Accepted (ET)
Feb 19, 2019 · 6:29 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000020212
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Feb 17, 2019 | M | 3,063 | $95.11 | A | 47,388 | D | |
| Common Stock | Feb 17, 2019 | F | 994 | $95.11 | D | 46,394 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF4,F2,F3 | — | Feb 13, 2019 | A | 5,004 | A | — | — | Common Stock | 5,004 | 18,117 | D |
| Restricted Stock UnitsF4,F2,F3 | — | Feb 17, 2019 | M | 3,063 | D | — | — | Common Stock | 3,063 | 15,054 | D |
Explanation of responses
- F1On January 25, 2019, Churchill Downs Incorporated effected a 3-for-1 stock split. The number of securities reported in this Form 4 have been adjusted to reflect the stock split. Includes 366 shares acquired under the Churchill Downs Incorporated Employee Stock Purchase Plan for the period from August 1, 2017 through July 31, 2018.
- F2Restricted stock units do not have a conversion price or expiration date and will be settled in common stock vesting in one-third increments on each of December 31, 2019, December 31, 2020 and December 31, 2021.
- F3Restricted stock vests over a multi-year period.
- F4On January 25, 2019, Churchill Downs Incorporated effected a 3-for-1 stock split. The number of derivative securities reported in this Form 4 have been adjusted to reflect the stock split.