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AMC Networks Inc. — Director's Dealing 2011
Jul 19, 2011
33121_dirs_2011-07-19_66c8afe8-80c8-4fda-933a-1e62ef63663d.zip
Director's Dealing
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SEC Form 4 — Statement of Changes in Beneficial Ownership
Issuer: AMC Networks Inc. (AMCX)
CIK: 0001514991
Period of Report: 2011-07-15
Reporting Person: Sapan Joshua W (President and CEO)
Non-Derivative Transactions
| Date | Security | Code | Shares | Price | A/D | Holdings After | Ownership |
|---|---|---|---|---|---|---|---|
| 2011-07-18 | AMC Networks Inc. Class A Common Stock | J | 23477 | — | Acquired | 75514 | Direct |
Derivative Transactions
| Date | Security | Exercise Price | Code | Shares | A/D | Expiration | Underlying | Ownership |
|---|---|---|---|---|---|---|---|---|
| 2011-07-15 | Options (Right to Buy) | $8.95 | J | 93950 | Acquired | 2014-09-05 | AMC Networks Inc. Class A Common Stock (93950) | Direct |
Footnotes
F1: Reflects acquisition of replacement restricted shares of Class A Common Stock previously owned directly by Cablevision Systems Corporation ("Cablevision") and its subsidiaries and received by the Reporting Person in connection with the legal and structural separation of AMC Networks Inc. ("AMC") from Cablevision (the "Spin-off"), in a transaction exempt under Rule 16a-9. The number of shares represents a value equal to the value of Cablevision restricted shares covered by the cancelled Cablevision award. The value of the AMC Class A Common Stock and Cablevision NY Group Class A Common Stock was based upon the average of the volume-weighted average prices of the Cablevision NY Group Class A Common Stock and AMC Class A Common Stock, respectively for each trading day in a ten trading-day period immediately following the Spin-off.
F2: Includes transfer of shares of Class A Common Stock previously owned directly by Cablevision and its subsidiaries and received by the Reporting Person in connection with the Spin-off, in a transaction exempt under Rule 16a-9. Includes shares of restricted stock.
F3: The exercise price was determined by allocating the exercise price for the option under the Cablevision equity plan between the existing Cablevision option and the AMC option based upon the average of the volume weighted average prices of the Cablevision NY Group Class A Common Stock and the AMC Class A Common Stock for each trading day in the ten trading-day period immediately following the Spin-off in a transaction exempt under Rule 16a-9. The underlying share amount takes into account the distribution ratio of four Cablevision shares of common stock to one share of AMC common stock.
F4: Represents options to purchase Class A Common Stock received by the Reporting Person in connection with the Spin-off, and granted pursuant to the AMC 2011 Employee Stock Plan in a transaction exempt under Rules 16a-9 or 16b-6 and 16b-3.
F5: Two thirds of the options are fully vested and exercisable as of the date of this filing. The remaining one-third will vest on March 5, 2012.