SEC Form 4 · accession 0001225208-15-005278
CBS CORP · CBS, CBS.A
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Sumner M Redstone
Officer — Executive Chairman · Director · 10% Owner
Period of report
Feb 19, 2015
Accepted (ET)
Feb 23, 2015 · 9:10 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000813828
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| CBS Class B common stockF2 | Feb 19, 2015 | A | 235,806 | $0.00 | A | 438,299 | D | |
| CBS Class B common stock | Feb 19, 2015 | F | 132,641 | $59.54 | D | 305,658 | D | |
| CBS Class B common stockF3 | Feb 20, 2015 | S | 103,165 | $59.4503 | D | 202,493 | D | |
| CBS Class B common stockF4 | holding | — | — | — | 9,430,250 | I | By NAI and NAI EH |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Acquired in connection with the vesting of performance share units granted on January 1, 2012.
- F2On February 19, 2015, the closing price of the CBS Class B Common stock on the NYSE was $59.54.
- F3The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $59.45 to $59.455, inclusive. The reporting person undertakes to provide upon request by the staff of the U.S. Securities and Exchange Commission, the Issuer or any security holder of the Issuer, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
- F4Of these securities, (i) 3,630,250 shares are owned directly by National Amusements Inc. (NAI) and (ii) 5,800,000 shares are owned directly by NAI Entertainment Holdings LLC (NAI EH). The shares owned directly by NAI EH may also be deemed to be beneficially owned by NAI, and such shares, as well as the shares owned directly by NAI, may also be deemed to be beneficially owned by Sumner M. Redstone, who is the controlling stockholder of NAI.