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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 | ||||||||
Class B Common Stock (6) | (6) | (6) | (6) | Class A Common Stock | 1,388,600 | 1,388,600 (7) | I | See footnote (8) | |||||||
Class B Common Stock (6) | (6) | 06/09/2016 | C | 83,011 | (6) | (6) | Class A Common Stock | 83,011 | $ 0 | 0 | I | See footnote (1) | |||
Class B Common Stock (6) | (6) | 06/09/2016 | C | 83,011 | (6) | (6) | Class A Common Stock | 83,011 | $ 0 | 0 | I | See footnote (3) |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
LEVIN DANIEL J 900 JEFFERSON AVENUE REDWOOD CITY, CA 94063 |
X | President & COO |
/s/ Peter McGoff, Attorney-in-Fact | 06/13/2016 | |
**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) | The shares are held of record by the Daniel Levin GRAT dated 12/10/13 ("Levin GRAT"), for which the Reporting Person serves as trustee. |
(2) | Shares of Class A Common Stock were distributed pursuant to the terms of, and in connection with, the termination of the Levin GRAT. |
(3) | The shares are held of record by the Naomi J. Andrews GRAT dated 12/10/13 ("Andrews GRAT"), for which the Reporting Person's spouse serves as trustee. |
(4) | Shares of Class A Common Stock were distributed pursuant to the terms of, and in connection with, the termination of the Andrews GRAT. |
(5) | These shares were acquired by the Reporting Person pursuant to the Issuer's Employee Stock Purchase Plan. |
(6) | Each share of Class B Common Stock is convertible into one share of Class A Common Stock at the option of the holder and has no expiration date. |
(7) | This amount reflects the transfer of 51,173 shares of Class B Common Stock from the Levin GRAT and 51,173 shares of Class B Common Stock from the Andrews GRAT to Daniel J. Levin and Naomi J. Andrews, as Trustees of the Levin/Andrews Family Trust dated 9/18/99 ("Levin/Andrews Family Trust") as an annuity payment. |
(8) | The shares are held of record by Daniel J. Levin and Naomi J. Andrews, as Trustees of the Levin/Andrews Family Trust. |