SEC Form 4 · accession 0001225208-19-005045
CBS CORP · CBS, CBS.A
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Period of report
Mar 7, 2019
Accepted (ET)
Mar 11, 2019 · 6:09 pm EDT
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 A common stockF1,F2 | Mar 7, 2019 | C | 200,000 | $0.00 | D | 19,982,599 | I | By NAI and NAI EH |
| CBS Class B common stockF1,F3 | Mar 7, 2019 | C | 200,000 | $0.00 | A | 19,143,800 | I | By NAI and NAI EH |
| CBS Class A common stock | holding | — | — | — | 40 | D | ||
| CBS Class B common stock | holding | — | — | — | 202,493 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Shares of Class A Common Stock were converted to shares of Class B Common Stock on a one-to-one basis for no consideration pursuant to the terms of the Class A Common Stock under the Issuer's Amended and Restated Certificate of Incorporation.
- F2Of these securities, (i) 16,871,812 shares are owned directly by National Amusements, Inc. (NAI); and (ii) 3,110,787 shares are owned directly by NAI Entertainment Holdings LLC (NAI EH). NAI EH is a wholly-owned subsidiary of NAI. 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.
- F3Of these securities, (i) 8,203,523 shares are owned directly by National Amusements, Inc. (NAI); and (ii) 10,940,277 shares are owned directly by NAI Entertainment Holdings LLC (NAI EH). NAI EH is a wholly-owned subsidiary of NAI. 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.