SEC Form 4 · accession 0001225208-17-004627
CBS CORP · CBS, CBS.A
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Lawrence Tu
Officer — Sr.EVP, Chief Legal Officer
Period of report
Feb 22, 2017
Accepted (ET)
Feb 24, 2017 · 8:30 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 stockF1 | Feb 22, 2017 | S | 11,082 | $67.3509 | D | 0 | D | |
| CBS Class B common stockF3 | Feb 23, 2017 | A | 6,775 | $0.00 | A | 6,775 | D | |
| CBS Class B common stock | Feb 23, 2017 | F | 3,528 | $66.31 | D | 3,247 | D | |
| CBS Class B common stock | holding | — | — | — | 186 | I | By 401(k) |
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 | 80,000 | A | Feb 23, 2018 | Feb 23, 2025 | CBS Class B common stock | 80,000 | 80,000 | D |
| Restricted Share UnitsF6,F7 | — | Feb 23, 2017 | A | 20,329 | A | Feb 18, 2018 | — | CBS Class B common stock | 20,329 | 37,527 | D |
| Restricted Share UnitsF6,F9 | — | Feb 23, 2017 | A | 15,834 | A | Feb 23, 2018 | — | CBS Class B common stock | 15,834 | 15,834 | 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 $67.22 to $67.41, 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.
- F2Acquired in connection with the vesting of performance based restricted share units granted on February 18, 2016.
- F3On February 23, 2017, the closing price of the CBS Class B Common stock on the NYSE was $66.31.
- 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.