SEC Form 4 · accession 0001225208-15-006815
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
Mar 2, 2015
Accepted (ET)
Mar 4, 2015 · 6:30 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 stock | Mar 2, 2015 | M | 98,814 | $23.19 | A | 301,307 | D | |
| CBS Class B common stockF1 | Mar 2, 2015 | S | 98,814 | $59.7779 | D | 202,493 | D | |
| CBS Class B common stockF2 | holding | — | — | — | 9,430,250 | I | By NAI and NAI EH |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Employee Stock Option (right to buy)F3,F4 | $23.19 | Mar 2, 2015 | M | 98,814 | D | Mar 1, 2012 | Mar 1, 2019 | CBS Class B common stock | 98,814 | 0 | D |
Explanation of responses
- F1The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $59.45 to $60.23, 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.
- F2Of 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.
- F3Right to buy under Issuer's long term incentive plan.
- F4This option vested in four equal annual installments beginning March 1, 2012.