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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, Section 17(a) of the Public Utility Holding Company Act of 1935 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 | ||||||||
Forward Sale Contract (obligation to sell) (1) | (1) | 10/09/2012 | J/K(1) | 1 | (1) | (1) | Common Stock | 12,000,000 (1) | (1) | 0 | I | wholly-owned subsidiary |
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 | 10/11/2012 | |
**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) | On October 9, 2012, the Reporting Person settled a post-paid forward sale contract with respect to 12,000,000 notional shares of Common Stock (the "Number of Shares"). The Reporting Person entered into the post-paid forward sale contract with a financial institution (the "Counterparty") on March 26, 2012. The contract obligated the Reporting Person to deliver to the Counterparty the Number of Shares (or, at the Reporting Person's election, an amount of cash based on a formula) on the settlement date for the contract, in return for the forward price ($34.316) multiplied by the Number of Shares. The transaction settled on a physical settlement basis on October 9, 2012. The 12,000,000 shares delivered upon physical settlement had been pledged by the Reporting Person to the Counterparty to secure its obligations under the forward sale contract. |