SEC Form 4 · accession 0001140361-15-037386
READING INTERNATIONAL INC · RDI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Sr., Deceased Estate of James J. Cotter
10% Owner · Other
Period of report
Dec 31, 2014
Accepted (ET)
Oct 9, 2015 · 5:27 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000716634
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Non-Voting Common StockF5 | Dec 31, 2014 | A | 160,643 | $7.47 | A | 408,263 | D | |
| Class A Non-Voting Common Stock | Sep 21, 2015 | F | 81,463 | $12.57 | D | 326,800 | D | |
| Class B Voting Common Stock | Sep 21, 2015 | M | 100,000 | $10.24 | A | 427,808 | 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)F2 | $10.24 | Sep 21, 2015 | M | 100,000 | D | — | May 9, 2017 | Class B Voting Common Stock | 100,000 | 0 | D |
Explanation of responses
- F1On September 21, 2015, the Compensation and Stock Options Committee of Reading International, Inc. (the "Company") approved the exercise by the Estate of James J. Cotter, Sr. of the options to acquire 100,000 shares of Class B Voting Common Stock.
- F2Currently exercisable.
- F3All reported transactions are exempt pursuant to Rule 16a-2(d).
- F4Represents Class A Non-Voting Common Stock shares returned to the Company for payment of the exercise price in connection with the reporting person's exercise of vested stock options to acquire 100,000 shares of Class B Voting Common Stock on September 21, 2015. There was no open market sale of such Class A Non-Voting Common Stock shares by the reporting person.
- F5Represents shares of Class A Non-Voting Common Stock issued as compensation for Mr. James J. Cotter, Sr.'s services performed prior to his death on September 13, 2014 as an officer and director of the Company. The price was the closing price of Class A Non-Voting Common Stock on February 27, 2014 ($7.47), the date that the Company's Compensation and Stock Options Committee approved the stock bonus in the amount of $1,200,000.