Filing Details

Accession Number:
0001181431-11-034004
Form Type:
4
Zero Holdings:
No
Publication Time:
2011-06-01 18:31:32
Reporting Period:
2011-05-27
Filing Date:
2011-06-01
Accepted Time:
2011-06-01 18:31:32
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
1319161 Warner Music Group Corp. WMG Services-Amusement & Recreation Services (7900) 134271875
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1200675 Jr Edgar Bronfman 75 Rockefeller Plaza, 30Th Floor
New York NY 10019
Chairman & Ceo Yes Yes No Yes
Reported Non-Derivative Transactions
Sec. Name Acquisiton - Disposition Date Amount Price Remaning Holdings Equity Swap Involved Form Type Code Nature of Ownership Explanation
Common Stock Par Value $0.001 Disposition 2011-05-27 566,754 $8.23 3,403,036 No 4 S Indirect See Footnote
Common Stock Par Value $0.001 Disposition 2011-05-31 123,121 $8.23 3,279,915 No 4 S Indirect See Footnote
Common Stock Par Value $0.001 Disposition 2011-06-01 34,884 $8.22 3,245,031 No 4 S Indirect See Footnote
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 S Indirect See Footnote
No 4 S Indirect See Footnote
No 4 S Indirect See Footnote
Reported Non-Derivative Holdings
Sec. Name Remaning Holdings Nature of Ownership Explanation
Common Stock Par Value $0.001 6,800,199 Direct
Footnotes
  1. This transaction was executed in multiple trades at prices ranging from $8.22 to $8.24. The price reported above reflects the weighted average sales price. The reporting person hereby undertakes to provide to the SEC staff, the issuer, or a security holder of the issuer, upon request, full information regarding the number of shares sold at each separate price within the range set forth above.
  2. This transaction was executed in multiple trades at prices ranging from $8.22 to $8.24. The price reported above reflects the weighted average sales price. The reporting person hereby undertakes to provide to the SEC staff, the issuer, or a security holder of the issuer, upon request, full information regarding the number of shares sold at each separate price within the range set forth above.
  3. This transaction was executed in multiple trades at prices ranging from $8.22 to $8.23. The price reported above reflects the weighted average sales price. The reporting person hereby undertakes to provide to the SEC staff, the issuer, or a security holder of the issuer, upon request, full information regarding the number of shares sold at each separate price within the range set forth above.
  4. The transactions reported on this Form 4 reflect the sale of shares of Warner Music Group Corp. held directly by one of three trusts for the benefit of Mr. Bronfman or a member of his immediate family, of which Mr. Bronfman is a trustee. Mr. Bronfman disclaims beneficial ownership of such shares, and this report shall not be deemed an admission that Mr. Bronfman is or was the beneficial owner of the shares for purposes of Section 16 or for any other purpose, except to the extent of Mr. Bronfman's pecuniary interest therein. Mr. Bronfman did not sell any shares of Warner Music Group Corp. that he holds personally.
  5. Includes 2,750,000 shares granted pursuant to a Restricted Stock Award Agreement, dated as of March 15, 2008, as amended. The shares of restricted stock generally vest based on a double trigger that includes achievement of both service and performance criteria (each, subject to continued employment through the applicable vesting dates). The time vesting criteria is in increments of 20% on the day immediately prior to each of the first five anniversaries of the date of grant, March 15, 2008. The performance criteria is as follows: 825,000 shares, vesting upon Warner Music Group Corp. achieving an average closing stock price of at least $7.00 per share over 60 consecutive trading days; (Continued footnote 6)
  6. 825,000 shares, vesting upon Warner Music Group Corp. achieving an average closing stock price of at least $8.00 per share over 60 consecutive trading days; 550,000 shares, vesting upon Warner Music Group Corp. achieving an average closing stock price of at least $9.00 per share over 60 consecutive trading days; and 550,000 shares, vesting upon Warner Music Group Corp. achieving an average closing stock price of at least $10.00 per share over 60 consecutive trading days.