SEC Form 4 · accession 0001104659-15-082048
CA, INC. · CA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Period of report
Nov 26, 2015
Accepted (ET)
Nov 30, 2015 · 9:53 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000356028
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock, par value $0.10 per shareF1,F2,F3,F4,F5 | Nov 26, 2015 | J | 37,050,000 | — | D | 66,763,380 | D | |
| Common Stock, par value $0.10 per shareF3 | holding | — | — | — | 20,000 | D | ||
| Common Stock, par value $0.10 per shareF6 | holding | — | — | — | 3,200 | I | See Footnote | |
| Common Stock, par value $0.10 per shareF7 | holding | — | — | — | 37,050,000 | I | See Footnotes |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1On November 26, 2015 Careal Holding AG ("Careal") transferred 37,050,000 shares of Issuer common stock ("Company Stock") to BigPoint Holding AG ("BigPoint"), a company wholly owned by Mr. Haefner, to repurchase shares of Careal held by BigPoint. The transfer described herein was in connection with the Issuer's repurchase of shares of Company Stock from Careal on November 20, 2015. Careal used the cash proceeds from such repurchase, plus additional cash, to repurchase shares of Careal owned by Ms. Bucher-Haefner. These actions allow Mr. Haefner and Ms. Bucher-Haefner to maintain their respective 50% ownership interest in Careal.
- F2Reflects securities held directly by Careal.
- F3Reflects securities held directly by Martin Haefner.
- F4Martin Haefner owns 50% of the shares of Careal.
- F5Eva Maria Bucher-Haefner owns 50% of the shares of Careal.
- F6Reflects securities held by the spouse of Martin Haefner.
- F7Reflects securities held directly by BigPoint, a company wholly owned by Martin Haefner.
Remarks
Each of the Reporting Persons may be deemed to beneficially own the shares of Common Stock reported herein, but each (other than to the extent of its, his or her direct holdings) disclaims beneficial ownership of such shares, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein.