SEC Form 4 · accession 0001587003-17-000002
CENTRAL EUROPEAN MEDIA ENTERPRISES LTD · CETV
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Christoph Mainusch
Officer — co-Chief Executive Officer
Period of report
Mar 13, 2017
Accepted (ET)
Mar 15, 2017 · 1:07 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000925645
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common StockF1 | Mar 13, 2017 | M | 17,815 | $0.00 | A | 177,613 | D | |
| Class A Common StockF2 | Mar 13, 2017 | M | 20,326 | $0.00 | A | 197,939 | D | |
| Class A Common StockF3 | Mar 13, 2017 | M | 18,727 | $0.00 | A | 216,666 | D | |
| Class A Common StockF4 | Mar 13, 2017 | M | 74,907 | $0.00 | A | 291,573 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF5,F6 | — | Mar 13, 2017 | M | 17,815 | D | — | — | Class A Common Stock | 17,815 | 17,815 | D |
| Restricted Stock UnitsF5,F7 | — | Mar 13, 2017 | M | 20,326 | D | — | — | Class A Common Stock | 20,326 | 60,978 | D |
| Restricted Stock UnitsF5,F8 | — | Mar 13, 2017 | M | 18,727 | D | — | — | Class A Common Stock | 18,727 | 37,454 | D |
| Performance-Based Restricted Stock UnitsF5,F9 | — | Mar 13, 2017 | M | 74,907 | D | — | — | Class A Common Stock | 74,907 | 224,721 | D |
Explanation of responses
- F1Shares of Class A Common Stock acquired upon the vesting and settlement of part of a grant of time-based restricted stock units made on March 3, 2014.
- F2Shares of Class A Common Stock acquired upon the vesting and settlement of part of a grant of time-based restricted stock units made on March 7, 2016.
- F3Shares of Class A Common Stock acquired upon the vesting and settlement of part of a grant of time-based restricted stock units made on March 13, 2015.
- F4Shares of Class A Common Stock acquired upon the vesting and settlement of part of a grant of performance-based restricted stock units made on March 13, 2015 as described in footnote (9) below.
- F5Each restricted stock unit represents a contingent right to receive one share of Class A Common Stock. The Reporting Person received one share of Class A Common Stock for each time-based restricted stock unit and each performance-based restricted stock unit that vested.
- F6Represents the number from a grant of time-based restricted stock units made to the Reporting Person on March 3, 2014 that vested on March 3, 2017 and settled on March 13, 2017.
- F7Represents the number from a grant of time-based restricted stock units made to the Reporting Person on March 7, 2016 that vested on March 7, 2017 and settled on March 13, 2017.
- F8Represents the number from a grant of time-based restricted stock units made to the Reporting Person on March 13, 2015 that vested and settled on March 13, 2017.
- F9Represents 25% of a grant of performance-based restricted stock units made to the Reporting Person on March 13, 2015 that was eligible for vesting following a two-year period. Vesting of 25% of the grant, which was subject to the achievement of a two-year OIBDA target and a two-year unlevered free cash flow target, occurred on March 13, 2017 following confirmation by the Compensation Committee of the Company of the satisfaction of the performance targets.