SEC Form 4 · accession 0001209191-17-040682

· REV

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Ronald O Perelman

Director · 10% Owner

Period of report

Jun 14, 2017

Accepted (ET)

Jun 16, 2017 · 8:06 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0000887921

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Class A Common Stock^F1	Jun 14, 2017	P	100,000	$20.937	A	42,511,668	I	See footnote 5
Class A Common Stock^F2	Jun 15, 2017	P	57,007	$21.2808	A	42,568,675	I	See footnote 5
Class A Common Stock^F3	Jun 15, 2017	P	78,502	$21.9408	A	42,647,177	I	See footnote 5
Class A Common Stock^F4,F5	Jun 16, 2017	P	56,392	$21.7785	A	42,703,569	I	See footnote 5

Table II — derivative securities

No Table II lines on this filing.

Explanation of responses

F1The reported transactions were executed in multiple trades. The purchase price of $20.937 reported in Column 4 is the weighted average purchase price for the 100,000 shares acquired by the Reporting Person within a range of $20.40 to $21.10 per share. The Reporting Person hereby undertakes to provide to the Staff of the SEC, the Issuer or any security holder of the Issuer, upon request, full information regarding the number of shares acquired at each separate price within the price range noted above.
F2The reported transactions were executed in multiple trades. The purchase price of $21.2808 reported in Column 4 is the weighted average purchase price for the 57,007 shares acquired by the Reporting Person within a range of $20.60 to $21.50 per share. The Reporting Person hereby undertakes to provide to the Staff of the SEC, the Issuer or any security holder of the Issuer, upon request, full information regarding the number of shares acquired at each separate price within the price range noted above.
F3The reported transactions were executed in multiple trades. The purchase price of $21.9408 reported in Column 4 is the weighted average purchase price for the 78,502 shares acquired by the Reporting Person within a range of $21.55 to $22.00 per share. The Reporting Person hereby undertakes to provide to the Staff of the SEC, the Issuer or any security holder of the Issuer, upon request, full information regarding the number of shares acquired at each separate price within the price range noted above.
F4The reported transactions were executed in multiple trades. The purchase price of $21.7785 reported in Column 4 is the weighted average purchase price for the 56,392 shares acquired by the Reporting Person within a range of $21.15 to $22.00 per share. The Reporting Person hereby undertakes to provide to the Staff of the SEC, the Issuer or any security holder of the Issuer, upon request, full information regarding the number of shares acquired at each separate price within the price range noted above.
F5Of the 42,703,569 shares of Class A Common Stock reported herein, (i) 38,141,959 shares of Class A Common Stock are owned by MacAndrews & Forbes Incorporated ("M&F"), of which Ronald O. Perelman is the sole stockholder, or its wholly-owned subsidiaries; (ii) 4,546,352 shares of Class A Common Stock are owned by Perelman Trust Company, LLC, over which M&F exercises voting control; and (iii) 15,258 shares of Class A Common Stock are beneficially owned by Mr. Raymond G. Perelman (which shares M&F may also be deemed to beneficially own because M&F holds an irrevocable voting proxy with respect to such shares).