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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Call option (obligation to sell) | $ 28.3292 | 11/19/2009 | J | 1 | 12/30/2009 | 12/30/2009 | Common Stock | 11,250,000 | $ 0 | 0 | I | Held through wholly-owned subsidiary | |||
Put option (right to sell) | $ 22.8891 | 11/19/2009 | J | 1 | 12/30/2009 | 12/30/2009 | Common Stock | 11,250,000 | $ 0 | 0 | I | Held through wholly-owned subsidiary | |||
Call option (obligation to sell) | $ 29.2069 | 11/19/2009 | J | 1 | 07/14/2010 | 07/14/2010 | Common Stock | 17,500,000 | $ 0 | 0 | I | Held through wholly-owned subsidiary | |||
Put option (right to sell) | $ 20.9272 | 11/19/2009 | J | 1 | 07/14/2010 | 07/14/2010 | Common Stock | 17,500,000 | $ 0 | 0 | I | Held through wholly-owned subsidiary | |||
Call option (obligation to sell) | $ 30.329 | 11/19/2009 | J | 1 | 01/26/2011 | 01/26/2011 | Common Stock | 12,500,000 | $ 0 | 0 | I | Held through wholly-owned subsidiary | |||
Put option (right to sell) | $ 22.8891 | 11/19/2009 | J | 1 | 01/26/2011 | 01/26/2011 | Common Stock | 12,500,000 | $ 0 | 0 | I | Held through wholly-owned subsidiary | |||
Call option (obligation to sell) | $ 31.519 | 11/19/2009 | J | 1 | 08/10/2011 | 08/10/2011 | Common Stock | 15,000,000 | $ 0 | 0 | I | Held through wholly-owned subsidiary | |||
Put option (right to sell) | $ 20.9272 | 11/19/2009 | J | 1 | 08/10/2011 | 08/10/2011 | Common Stock | 15,000,000 | $ 0 | 0 | I | Held through wholly-owned subsidiary | |||
Call option (obligation to sell) | $ 32.7299 | 11/19/2009 | J | 1 | 02/15/2012 | 02/15/2012 | Common Stock | 17,500,000 | $ 0 | 0 | I | Held through wholly-owned subsidiary | |||
Put option (right to sell) | $ 22.8891 | 11/19/2009 | J | 1 | 02/15/2012 | 02/15/2012 | Common Stock | 17,500,000 | $ 0 | 0 | I | Held through wholly-owned subsidiary | |||
Call option (obligation to sell) | $ 33.2471 | 11/19/2009 | J | 1 | 08/29/2012 | 08/29/2012 | Common Stock | 25,000,000 | $ 0 | 0 | I | Held through wholly-owned subsidiary | |||
Put option (right to sell) | $ 20.9272 | 11/19/2009 | J | 1 | 08/29/2012 | 08/29/2012 | Common Stock | 25,000,000 | $ 0 | 0 | I | Held through wholly-owned subsidiary |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
LIBERTY MEDIA CORP 12300 LIBERTY BOULEVARD ENGLEWOOD, CO 80112 |
X |
LIBERTY MEDIA CORPORATION By: /S/ Craig Troyer Vice President | 11/23/2009 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
Remarks: On November 19, 2009, the Reporting Person caused its subsidiaries to contribute to Liberty Entertainment, Inc. ("LEI"), among other things, the wholly-owned subsidiaries of the Reporting Person that hold all of the shares of common stock of the Issuer beneficially owned by the Reporting Person and that are a party to the zero cost collar arrangements described in the Form 4 filed by the Reporting Person on April 2, 2008. At 5:00 p.m., New York Time, on November 19, 2009, the Reporting Person distributed all of the outstanding shares of LEI to the holders of its Liberty Entertainment common stock pursuant to a partial redemption of its Liberty Entertainment common stock. Immediately following the redemption on November 19, 2009, a business combination transaction among the Reporting Person, the Issuer, LEI and DIRECTV, a wholly-owned subsidiary of the Issuer ("Holdings") and certain other persons was completed, pursuant to which, among other things, LEI and the Issuer separately merged with subsidiaries of Holdings and Holdings became the new parent holding company of the Issuer. |