SEC Form 4 · accession 0001225208-19-003161
CBS CORP · CBS, CBS.A
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Gary L Countryman
Director
Period of report
Feb 15, 2019
Accepted (ET)
Feb 20, 2019 · 7:41 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,F2 | Feb 15, 2019 | M | 3,525 | $0.00 | A | 67,724 | D | |
| CBS Class B common stockF3,F2 | Feb 15, 2019 | A | 314 | $0.00 | A | 68,038 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Share UnitsF4,F5 | — | Feb 15, 2019 | M | 3,525 | D | Feb 15, 2019 | — | CBS Class B common stock | 3,525 | 0 | D |
| Restricted Share UnitsF4,F6 | — | Feb 15, 2019 | A | 3,950 | A | Feb 15, 2020 | — | CBS Class B common stock | 3,950 | 3,950 | D |
Explanation of responses
- F1Represents shares of the Issuer's Class B common stock to which the Reporting Person became entitled upon vesting of Restricted Share Units, receipt of which the Reporting Person has elected to defer.
- F2On February 15, 2019, the closing price of the CBS Class B common stock on the NYSE was $50.64.
- F3Represents shares of the Issuer's Class B common stock to which the Reporting Person became entitled with respect to (i) dividend equivalents accrued prior to vesting of Restricted Share Units, receipt of which the Reporting Person has elected to defer; and (ii) dividend equivalents accrued on previously vested Restricted Share Units for which settlement has been deferred.
- F4Granted under the Issuer's Equity Plan for Outside Directors.
- F5The Restricted Share Units, which were granted on February 15, 2018, vested on February 15, 2019 and will be settled by delivery of a corresponding number of shares of the Issuer's Class B Common Stock. The Reporting Person has elected to defer receipt of such shares of Class B Common Stock.
- F6The Restricted Share Units will vest on February 15, 2020 and will be settled by delivery of a corresponding number of shares of the Issuer's Class B Common Stock upon vesting, unless the Reporting Person has elected to defer settlement.