SEC Form 4 · accession 0001571049-16-020575

· STRZ

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

Reporting owner

Wayne Levin

Officer — General Counsel and CSO

Period of report

Dec 8, 2016

Accepted (ET)

Dec 12, 2016 · 9:29 pm EST

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0000929351

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I
Common Shares^F2,F1	Dec 8, 2016	J	193,070	—	D	0	D
Class A Voting Shares^F3,F8,F1,F5	Dec 8, 2016	J	96,535	—	A	96,535	D
Class B Non-Voting Shares^F4,F8,F1,F5	Dec 8, 2016	J	96,535	—	A	96,535	D

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)^F9,F5	$18.96	Dec 8, 2016	J	344,167	D	—	Feb 7, 2023	Common Shares	344,167	0	D
Employee stock option (right to buy)^F9,F5	$19.63	Dec 8, 2016	J	169,100	A	—	Feb 7, 2023	Class A Voting Shares	169,100	169,100	D
Employee stock option (right to buy)^F9,F5	$18.97	Dec 8, 2016	J	169,100	A	—	Feb 7, 2023	Class B Non-Voting Shares	169,100	169,100	D
Employee stock option (right to buy)^F9,F6	$30.72	Dec 8, 2016	J	50,000	D	—	May 8, 2020	Common Shares	50,000	0	D
Employee stock option (right to buy)^F9,F6	$31.80	Dec 8, 2016	J	24,566	A	—	May 8, 2020	Class A Voting Shares	24,566	24,566	D
Employee stock option (right to buy)^F9,F6	$30.74	Dec 8, 2016	J	24,566	A	—	May 8, 2020	Class B Non-Voting Shares	24,566	24,566	D
Employee stock option (right to buy)^F9,F7	$37.84	Dec 8, 2016	J	101,250	D	—	Nov 13, 2025	Common Shares	101,250	0	D
Employee stock option (right to buy)^F9,F7	$39.16	Dec 8, 2016	J	49,747	A	—	Nov 13, 2025	Class A Voting Shares	49,747	49,747	D
Employee stock option (right to buy)^F9,F7	$37.86	Dec 8, 2016	J	49,747	A	—	Nov 13, 2025	Class B Non-Voting Shares	49,747	49,747	D

Explanation of responses

F1Pursuant to a reclassification exempt under Rule 16b-7, each Common Share, without par value, was reclassified into 0.5 Class A voting shares, without par value, and 0.5 Class B non-voting shares, without par value (the "Reclassification"). Restricted share units and stock options granted prior to the Reclassification were equitably adjusted in connection with the Reclassification.
F2Amount includes 37,500 restricted share units granted by the Issuer, payable upon vesting in an equal number of common shares of the Issuer, that are scheduled to vest in three equal annual installments beginning November 13, 2017.
F3Amount includes 18,750 restricted share units granted by the Issuer, payable upon vesting in an equal number of Class A voting shares of the Issuer, that are scheduled to vest in three equal annual installments beginning November 13, 2017.
F4Amount includes 18,750 restricted share units granted by the Issuer, payable upon vesting in an equal number of Class B non-voting shares of the Issuer, that are scheduled to vest in three equal annual installments beginning November 13, 2017.
F5The options are vested.
F6One-third of the options are vested and the remaining unvested options are scheduled to vest in two equal installments on May 8, 2017 and May 8, 2018.
F7One-fourth of the options are vested and the remaining unvested options are scheduled to vest in three equal installments on November 13, 2017, November 13, 2018 and November 13, 2019.
F8Upon the completion of the Reclassification, each restricted share unit award was adjusted to cover (a) a number of Class A voting shares equal to the number of common shares subject to the restricted share unit award immediately prior to the Reclassification, multiplied by 0.5, rounded down to the nearest whole share and (b) a number of Class B non-voting shares equal to the number of common shares subject to the restricted share unit award immediately prior to the Reclassification, multiplied by 0.5, rounded down to the nearest whole share. Fractional Class A voting shares and Class B non-voting shares resulting from the adjustment were cancelled in exchange for a cash payment equal to the closing trading price of the Class A voting shares or Class B non-voting shares, as applicable, on December 9, 2016, multiplied by the fraction cancelled.
F9Upon the completion of the Reclassification, the number of shares and exercise prices of the stock option awards were adjusted to preserve their pre-reclassification intrinsic value. Stock options were rounded down to the nearest share and up to the nearest penny, and cash was issued in lieu of lost value attributable to the adjustment.