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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 | ||||||||
Stock Option (right to buy) | $ 21.53 | 03/03/2008 | J(1) | V | 295,372 | (2) | 02/28/2011 | Series A Liberty Entertainment Common Stock | 295,372 | (1) | 295,372 | D | |||
Stock Option (right to buy) | $ 15.95 | 03/03/2008 | J(1) | V | 40,000 | (3) | 07/31/2013 | Series A Liberty Entertainment Common Stock | 40,000 | (1) | 40,000 | D | |||
Stock Option (right to buy) | $ 14.53 | 03/03/2008 | J(1) | V | 50,000 | (4) | 08/06/2014 | Series A Liberty Entertainment Common Stock | 50,000 | (1) | 50,000 | D | |||
Stock Option (right to buy) | $ 17.43 | 03/03/2008 | J(1) | V | 60,000 | (5) | 08/02/2012 | Series A Liberty Entertainment Common Stock | 60,000 | (1) | 60,000 | D | |||
Stock Option (right to buy) | $ 16.47 | 03/03/2008 | J(1) | V | 36,168 | (6) | 02/28/2013 | Series A Common Stock | 36,168 | (1) | 36,168 | D | |||
Stock Option (right to buy) | $ 23.32 | 03/03/2008 | J(1) | V | 67,600 | (7) | 03/29/2014 | Series A Liberty Entertainment Common Stock | 67,600 | (1) | 67,600 | D | |||
Stock Option (right to buy) | $ 25.21 | 03/03/2008 | J(1) | V | 68,564 | (8) | 12/24/2014 | Series A Liberty Common Stock | 68,564 | (1) | 68,564 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
FLOWERS DAVID J A 12300 LIBERTY BLVD. ENGLEWOOD, CO 80112 |
Senior Vice President |
/s/ David J.A. Flowers | 05/09/2008 | |
**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) | Effective 03/03/08 the Issuer completed a reclassification exempt under Rule 16b-7 (the "Reclassification") in which each share of the Issuer's Liberty Capital common stock (par value $.01 per share) was reclassified as one share of the same series of the reclassified Liberty Capital common stock (par value $.01 per share) and four shares of the same series of the Issuer's new Liberty Entertainment common stock (par value $.01 per share). The Option was received in connection with the Reclassification as a result of holding stock options to acquire shares of the Issuer's Series A Liberty Capital common stock at the time of the Reclassification. The Reporting Person is voluntarily reporting this Form 5 transaction early on this Form 4. |
(2) | 100% of the shares were exercisable on the transaction date. |
(3) | 32,000 of the shares were exercisable on the transaction date and the balance of the shares will vest on 07/31/08. |
(4) | 30,000 of the shares were exercisable on the transaction date and the balance of the shares will vest as to 10,000 shares on each of 08/06/08 and 08/06/09. |
(5) | 37,500 of the shares were exercisable on the transaction date and the balance of the shares will vest as to 3,750 shares quarterly through 08/02/09. |
(6) | 18,084 of the shares were exercisable on the transaction date and the balance of the shares will vest as to 2,260.50 shares quarterly through 02/28/10. |
(7) | 12,675 of the shares were exercisable on the transaction date and the balance of the shares will vest as to 4,225 shares quarterly through 03/29/11. |
(8) | The option will vest as to 4,285.25 shares quarterly through 12/24/11. |
Remarks: The trading symbol for the Issuer's Series A Liberty Entertainment common stock is LMDIA. |