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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 |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Liberty Interactive Corp 12300 LIBERTY BOULEVARD ENGLEWOOD, CO 80112 |
X |
Liberty Interactive Corporation By: /s/ Craig Troyer, Vice President, Deputy General Counsel and Assistant Secretary | 07/25/2016 | |
**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). |
(1) | The transactions reported on this Form relate to the spin-off of the Issuer from the Reporting Person effective July 22, 2016 (the "Spin-Off"). To effect the Spin-Off, on July 21, 2016, the issued and outstanding common stock of the Issuer, consisting of 1,000 shares of common stock, was recapitalized into 13,521,571 shares of the Issuer's Series A common stock ("CHUBA"), 711,937 shares of the Issuer's Series B common stock ("CHUBB") and 28,467,901 shares of the Issuer's Series C common stock ("CHUBK"). |
(2) | The shares of common stock of the Issuer were previously reported as held indirectly by the Reporting Person through a wholly-owned subsidiary. |
(3) | To effect the Spin-Off, on July 22, 2016, all shares of CHUBA, CHUBB and CHUBK held by the Reporting Person were distributed, by means of a pro rata dividend, to holders of the Reporting Person's Series A Liberty Ventures common stock and Series B Liberty Ventures common stock. The Reporting Person did not retain any shares of CHUBA, CHUBB or CHUBK in the Spin-Off. |