SEC Form 4 · accession 0001225208-17-004624
CBS CORP · CBS, CBS.A
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Joseph R Ianniello
Officer — Chief Operating Officer
Period of report
Feb 23, 2017
Accepted (ET)
Feb 24, 2017 · 8:29 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 23, 2017 | A | 13,551 | $0.00 | A | 330,443 | D | |
| CBS Class B common stock | Feb 23, 2017 | F | 7,586 | $66.31 | D | 322,857 | D | |
| CBS Class B common stock | holding | — | — | — | 4,088 | I | By 401(k) | |
| CBS Class B common stockF3 | holding | — | — | — | 2,368 | I | By Spouse - 401(k) Plan |
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)F4,F5 | $66.31 | Feb 23, 2017 | A | 160,000 | A | Feb 23, 2018 | Feb 23, 2025 | CBS Class B common stock | 160,000 | 160,000 | D |
| Restricted Share UnitsF6,F7 | — | Feb 23, 2017 | A | 40,657 | A | Feb 18, 2018 | — | CBS Class B common stock | 40,657 | 181,956 | D |
| Restricted Share UnitsF6,F9 | — | Feb 23, 2017 | A | 31,669 | A | Feb 23, 2018 | — | CBS Class B common stock | 31,669 | 31,669 | D |
Explanation of responses
- F1Acquired in connection with the vesting of performance based restricted share units granted on February 18, 2016.
- F2On February 23, 2017, the closing price of the CBS Class B Common stock on the NYSE was $66.31.
- F3The Reporting Person disclaims beneficial ownership of these securities and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such securities for purposes of Section 16 or any other purposes.
- F4Right to buy under Issuer's long term incentive plan.
- F5This option vests in four equal annual installments beginning on February 23, 2018.
- F6Granted under the Issuer's long term incentive plan.
- F7These Restricted Share Units vest in three equal annual installments beginning on February 18, 2018 and are settled by delivery of a corresponding number of the Issuer's shares upon vesting.
- F8On February 23, 2017, the performance target associated with these Restricted Share Units was certified as having been achieved.
- F9These Restricted Share Units vest in four equal annual installments beginning on February 23, 2018 and are settled by delivery of a corresponding number of the Issuer's shares upon vesting.