Filing Details

Accession Number:
0001104659-15-009683
Form Type:
4
Zero Holdings:
No
Publication Time:
2015-02-12 18:43:44
Reporting Period:
2015-02-10
Filing Date:
2015-02-12
Accepted Time:
2015-02-12 18:43:44
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
1507934 Starz STRZA Cable & Other Pay Television Services (4841) 208988475
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
937797 C John Malone 12300 Liberty Boulevard
Englewood CO 80112
No No Yes No
Reported Non-Derivative Transactions
Sec. Name Acquisiton - Disposition Date Amount Price Remaning Holdings Equity Swap Involved Form Type Code Nature of Ownership Explanation
Series A Common Stock Disposition 2015-02-10 1,561,538 $0.00 0 No 4 S Indirect Malone Starz 2015 Charitable Remainder Unitrust
Series B Common Stock Disposition 2015-02-10 490,597 $0.00 0 No 4 S Indirect John C. Malone June 2003 Charitable Remainder Unitrust
Series B Common Stock Disposition 2015-02-10 2,100,000 $0.00 0 No 4 S Indirect Malone Starz 2015 Charitable Remainder Unitrust
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 S Indirect Malone Starz 2015 Charitable Remainder Unitrust
No 4 S Indirect John C. Malone June 2003 Charitable Remainder Unitrust
No 4 S Indirect Malone Starz 2015 Charitable Remainder Unitrust
Reported Non-Derivative Holdings
Sec. Name Remaning Holdings Nature of Ownership Explanation
Series A Common Stock 101,778 Indirect By Spouse
Series B Common Stock 5,832,020 Direct
Series B Common Stock 230,564 Indirect By Spouse
Footnotes
  1. Includes 1,561,294 shares previously reported as directly held by the reporting person and 244 shares previously held by the reporting person in a 401(k) Savings Plan.
  2. Pursuant to a Stock Exchange Agreement, dated as of February 10, 2015, by and among Lions Gate Entertainment Corp. ("LGF"), a wholly owned subsidiary of LGF, and certain affiliates of the reporting person (the "Exchange Agreement"), at the closing of the transactions contemplated by the Exchange Agreement (the "Closing"), an affiliate of the reporting person will transfer 1,561,538 shares of the Issuer's Series A Common Stock (subject to adjustment in certain circumstances) to LGF in exchange for 1,561,538 shares of LGF common stock. Based upon the closing price of a share of common stock of LGF on the New York Stock Exchange on the transaction date, the sale price per share of Series A Common Stock of the Issuer would be $29.69. The Closing is subject to the satisfaction of certain conditions and will occur following the expiration or termination of the applicable waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended (the "HSR Act").
  3. Each share of Series B Common Stock is convertible, at the holder's election, into one share of Series A Common Stock, at any time for no consideration other than the surrender of the share of Series B Common Stock for each share of Series A Common Stock.
  4. Pursuant to the Exchange Agreement, at the Closing, an affiliate of the reporting person will transfer 490,597 shares of the Issuer's Series B Common Stock (subject to adjustment in certain circumstances) to LGF in exchange for 539,657 shares of LGF common stock. Based upon the closing price of a share of common stock of LGF on the New York Stock Exchange on the transaction date, the sale price per share of Series B Common Stock of the Issuer would be $32.659. The Closing is subject to the satisfaction of certain conditions and will occur following the expiration or termination of the applicable waiting period under the HSR Act.
  5. Includes 2,100,000 shares previously reported as directly held by the reporting person.
  6. Pursuant to the Exchange Agreement, at the Closing, an affiliate of the reporting person will transfer 2,100,000 shares of the Issuer's Series B Common Stock (subject to adjustment in certain circumstances) to LGF in exchange for 2,310,000 shares of LGF common stock. Based upon the closing price of a share of common stock of LGF on the New York Stock Exchange on the transaction date, the sale price per share of Series B Common Stock of the Issuer would be $32.659. The Closing is subject to the satisfaction of certain conditions and will occur following the expiration or termination of the applicable waiting period under the HSR Act.
  7. The reporting person disclaims beneficial ownership of these shares owned by his spouse.