Form 4 for FWONA Liberty Media Corp
Accepted 2024-12-09 00:00:00 ET · period of report 2024-12-05 · accession 0001104659-24-126916 · SEC index · Original document
Summary rows
Aggregated the way they appear in lists: one row per insider, transaction code and security table.
| X | Filed | Traded | Ticker | Insider | Title | Type | Price | Qty | Owned | ΔOwn | Value |
|---|---|---|---|---|---|---|---|---|---|---|---|
| DMI | 2024-12-09 | 2024-12-05+ | FWONA | BENNETT ROBERT R | Dir | J - Other | — | 0 | 397.8K | New | — |
| DMI | 2024-12-09 | 2024-12-05+ | FWONA | BENNETT ROBERT R | Dir | J - Other | — | -3 | 1 | -75% | — |
Purchase Sale Sale after option exercise All abbreviations
Every reported transaction
| # | Table | Security | Date | Code | A/D | Shares | Price | Owned after | Own | Exercise / expiry | Underlying | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 1 | Common | Series C Liberty Live Common Stock | 2024-12-05 | J | D | 0 | — | 397,834 | I See Footnote | — | — | (F2) Pursuant to such adjustment, the LLC and the third party buyer were deemed to enter into a forward sale which obligates the LLC to deliver to the buyer up to an aggregate of 16,333 shares of Series C Liberty Live Common Stock (the "Shares") (or, at the LLC's election, an equivalent amount of cash based upon the market price of the Shares at that time) over the course of the maturity dates of the forward sale contract (December 5, 6 and 9, 2024). The LLC did not receive any payment and there were no other changes to the terms of the forward sale contract as a result of the adjustment. The LLC pledged 16,333 Shares (the "Pledged Shares") to secure its obligations in connection with the adjustment and retained dividend and voting rights in the Pledged Shares during the term of the pledge. (F4) The Settlement Price on each of the Maturity Dates exceeded the Cap Price, and the Reporting Person delivered $375,391.02, $377,647.01 and $373,101.75 on each of December 5, 6, and 9, respectively, to settle its obligations under the forward contract. (F1) As previously reported, on December 5, 2019, the reporting person, through a limited liability company (the "LLC") owned and controlled by the reporting person and his wife, entered into a prepaid variable forward sale contract with an unaffiliated third party buyer referencing shares of Series C Liberty Formula One Common Stock. On August 4, 2023, pursuant to the terms of the forward sale contract, the third party buyer adjusted the terms of the forward sale contract to account for the reclassification and exchange of the Series C Liberty Formula One Common Stock, as described in the issuer's Form S-4 (SEC File No. 333-268921). (F3) On December 5, 6, and 9, the forward contract matured per its terms; the Reporting Person elected to deliver cash in lieu of Shares to settle obligations under the contract. The number of Shares to be delivered to the buyer on the maturity dates was determined as follows: (a) if the volume-weighted average price at which the Shares on the relevant maturity date ("Settlement Price") was less than or equal to $21.00 per share ("Floor Price"), the LLC was required to deliver all Pledged Shares related to that maturity date, (b) if the Settlement Price was between the Floor Price and $24.35 ("Cap Price"), the LLC was required deliver a number of Shares having a value (based upon the then market price) equal to the Floor Price, and (c) if the Settlement Price was greater than the Cap Price, the LLC was required deliver a number of Shares having a value (based upon the then market price) equal to the Floor Price plus the difference between the Settlement Price and the Cap Price. (F5) The forward sale contract is between an unaffiliated third party buyer and the LLC. The LLC is the record holder of the Pledged Shares. |
| 2 | Common | Series C Liberty Live Common Stock | 2024-12-09 | J | D | 0 | — | 397,834 | I See Footnote | — | — | (F2) Pursuant to such adjustment, the LLC and the third party buyer were deemed to enter into a forward sale which obligates the LLC to deliver to the buyer up to an aggregate of 16,333 shares of Series C Liberty Live Common Stock (the "Shares") (or, at the LLC's election, an equivalent amount of cash based upon the market price of the Shares at that time) over the course of the maturity dates of the forward sale contract (December 5, 6 and 9, 2024). The LLC did not receive any payment and there were no other changes to the terms of the forward sale contract as a result of the adjustment. The LLC pledged 16,333 Shares (the "Pledged Shares") to secure its obligations in connection with the adjustment and retained dividend and voting rights in the Pledged Shares during the term of the pledge. (F4) The Settlement Price on each of the Maturity Dates exceeded the Cap Price, and the Reporting Person delivered $375,391.02, $377,647.01 and $373,101.75 on each of December 5, 6, and 9, respectively, to settle its obligations under the forward contract. (F1) As previously reported, on December 5, 2019, the reporting person, through a limited liability company (the "LLC") owned and controlled by the reporting person and his wife, entered into a prepaid variable forward sale contract with an unaffiliated third party buyer referencing shares of Series C Liberty Formula One Common Stock. On August 4, 2023, pursuant to the terms of the forward sale contract, the third party buyer adjusted the terms of the forward sale contract to account for the reclassification and exchange of the Series C Liberty Formula One Common Stock, as described in the issuer's Form S-4 (SEC File No. 333-268921). (F3) On December 5, 6, and 9, the forward contract matured per its terms; the Reporting Person elected to deliver cash in lieu of Shares to settle obligations under the contract. The number of Shares to be delivered to the buyer on the maturity dates was determined as follows: (a) if the volume-weighted average price at which the Shares on the relevant maturity date ("Settlement Price") was less than or equal to $21.00 per share ("Floor Price"), the LLC was required to deliver all Pledged Shares related to that maturity date, (b) if the Settlement Price was between the Floor Price and $24.35 ("Cap Price"), the LLC was required deliver a number of Shares having a value (based upon the then market price) equal to the Floor Price, and (c) if the Settlement Price was greater than the Cap Price, the LLC was required deliver a number of Shares having a value (based upon the then market price) equal to the Floor Price plus the difference between the Settlement Price and the Cap Price. (F5) The forward sale contract is between an unaffiliated third party buyer and the LLC. The LLC is the record holder of the Pledged Shares. |
| 3 | Common | Series C Liberty Live Common Stock | 2024-12-06 | J | D | 0 | — | 397,834 | I See Footnote | — | — | (F2) Pursuant to such adjustment, the LLC and the third party buyer were deemed to enter into a forward sale which obligates the LLC to deliver to the buyer up to an aggregate of 16,333 shares of Series C Liberty Live Common Stock (the "Shares") (or, at the LLC's election, an equivalent amount of cash based upon the market price of the Shares at that time) over the course of the maturity dates of the forward sale contract (December 5, 6 and 9, 2024). The LLC did not receive any payment and there were no other changes to the terms of the forward sale contract as a result of the adjustment. The LLC pledged 16,333 Shares (the "Pledged Shares") to secure its obligations in connection with the adjustment and retained dividend and voting rights in the Pledged Shares during the term of the pledge. (F4) The Settlement Price on each of the Maturity Dates exceeded the Cap Price, and the Reporting Person delivered $375,391.02, $377,647.01 and $373,101.75 on each of December 5, 6, and 9, respectively, to settle its obligations under the forward contract. (F1) As previously reported, on December 5, 2019, the reporting person, through a limited liability company (the "LLC") owned and controlled by the reporting person and his wife, entered into a prepaid variable forward sale contract with an unaffiliated third party buyer referencing shares of Series C Liberty Formula One Common Stock. On August 4, 2023, pursuant to the terms of the forward sale contract, the third party buyer adjusted the terms of the forward sale contract to account for the reclassification and exchange of the Series C Liberty Formula One Common Stock, as described in the issuer's Form S-4 (SEC File No. 333-268921). (F3) On December 5, 6, and 9, the forward contract matured per its terms; the Reporting Person elected to deliver cash in lieu of Shares to settle obligations under the contract. The number of Shares to be delivered to the buyer on the maturity dates was determined as follows: (a) if the volume-weighted average price at which the Shares on the relevant maturity date ("Settlement Price") was less than or equal to $21.00 per share ("Floor Price"), the LLC was required to deliver all Pledged Shares related to that maturity date, (b) if the Settlement Price was between the Floor Price and $24.35 ("Cap Price"), the LLC was required deliver a number of Shares having a value (based upon the then market price) equal to the Floor Price, and (c) if the Settlement Price was greater than the Cap Price, the LLC was required deliver a number of Shares having a value (based upon the then market price) equal to the Floor Price plus the difference between the Settlement Price and the Cap Price. (F5) The forward sale contract is between an unaffiliated third party buyer and the LLC. The LLC is the record holder of the Pledged Shares. |
| 4 | Derivative | Forward Sale Contract (obligation to sell) | 2024-12-06 | J | D | 1 | — | 1 | I See Footnote | — · — to — | 5,444 Series C Liberty Live Common Stock | (F2) Pursuant to such adjustment, the LLC and the third party buyer were deemed to enter into a forward sale which obligates the LLC to deliver to the buyer up to an aggregate of 16,333 shares of Series C Liberty Live Common Stock (the "Shares") (or, at the LLC's election, an equivalent amount of cash based upon the market price of the Shares at that time) over the course of the maturity dates of the forward sale contract (December 5, 6 and 9, 2024). The LLC did not receive any payment and there were no other changes to the terms of the forward sale contract as a result of the adjustment. The LLC pledged 16,333 Shares (the "Pledged Shares") to secure its obligations in connection with the adjustment and retained dividend and voting rights in the Pledged Shares during the term of the pledge. (F4) The Settlement Price on each of the Maturity Dates exceeded the Cap Price, and the Reporting Person delivered $375,391.02, $377,647.01 and $373,101.75 on each of December 5, 6, and 9, respectively, to settle its obligations under the forward contract. (F1) As previously reported, on December 5, 2019, the reporting person, through a limited liability company (the "LLC") owned and controlled by the reporting person and his wife, entered into a prepaid variable forward sale contract with an unaffiliated third party buyer referencing shares of Series C Liberty Formula One Common Stock. On August 4, 2023, pursuant to the terms of the forward sale contract, the third party buyer adjusted the terms of the forward sale contract to account for the reclassification and exchange of the Series C Liberty Formula One Common Stock, as described in the issuer's Form S-4 (SEC File No. 333-268921). (F3) On December 5, 6, and 9, the forward contract matured per its terms; the Reporting Person elected to deliver cash in lieu of Shares to settle obligations under the contract. The number of Shares to be delivered to the buyer on the maturity dates was determined as follows: (a) if the volume-weighted average price at which the Shares on the relevant maturity date ("Settlement Price") was less than or equal to $21.00 per share ("Floor Price"), the LLC was required to deliver all Pledged Shares related to that maturity date, (b) if the Settlement Price was between the Floor Price and $24.35 ("Cap Price"), the LLC was required deliver a number of Shares having a value (based upon the then market price) equal to the Floor Price, and (c) if the Settlement Price was greater than the Cap Price, the LLC was required deliver a number of Shares having a value (based upon the then market price) equal to the Floor Price plus the difference between the Settlement Price and the Cap Price. (F5) The forward sale contract is between an unaffiliated third party buyer and the LLC. The LLC is the record holder of the Pledged Shares. |
| 5 | Derivative | Forward Sale Contract (obligation to sell) | 2024-12-05 | J | D | 1 | — | 1 | I See Footnote | — · — to — | 5,444 Series C Liberty Live Common Stock | (F2) Pursuant to such adjustment, the LLC and the third party buyer were deemed to enter into a forward sale which obligates the LLC to deliver to the buyer up to an aggregate of 16,333 shares of Series C Liberty Live Common Stock (the "Shares") (or, at the LLC's election, an equivalent amount of cash based upon the market price of the Shares at that time) over the course of the maturity dates of the forward sale contract (December 5, 6 and 9, 2024). The LLC did not receive any payment and there were no other changes to the terms of the forward sale contract as a result of the adjustment. The LLC pledged 16,333 Shares (the "Pledged Shares") to secure its obligations in connection with the adjustment and retained dividend and voting rights in the Pledged Shares during the term of the pledge. (F4) The Settlement Price on each of the Maturity Dates exceeded the Cap Price, and the Reporting Person delivered $375,391.02, $377,647.01 and $373,101.75 on each of December 5, 6, and 9, respectively, to settle its obligations under the forward contract. (F1) As previously reported, on December 5, 2019, the reporting person, through a limited liability company (the "LLC") owned and controlled by the reporting person and his wife, entered into a prepaid variable forward sale contract with an unaffiliated third party buyer referencing shares of Series C Liberty Formula One Common Stock. On August 4, 2023, pursuant to the terms of the forward sale contract, the third party buyer adjusted the terms of the forward sale contract to account for the reclassification and exchange of the Series C Liberty Formula One Common Stock, as described in the issuer's Form S-4 (SEC File No. 333-268921). (F3) On December 5, 6, and 9, the forward contract matured per its terms; the Reporting Person elected to deliver cash in lieu of Shares to settle obligations under the contract. The number of Shares to be delivered to the buyer on the maturity dates was determined as follows: (a) if the volume-weighted average price at which the Shares on the relevant maturity date ("Settlement Price") was less than or equal to $21.00 per share ("Floor Price"), the LLC was required to deliver all Pledged Shares related to that maturity date, (b) if the Settlement Price was between the Floor Price and $24.35 ("Cap Price"), the LLC was required deliver a number of Shares having a value (based upon the then market price) equal to the Floor Price, and (c) if the Settlement Price was greater than the Cap Price, the LLC was required deliver a number of Shares having a value (based upon the then market price) equal to the Floor Price plus the difference between the Settlement Price and the Cap Price. (F5) The forward sale contract is between an unaffiliated third party buyer and the LLC. The LLC is the record holder of the Pledged Shares. |
| 6 | Derivative | Forward Sale Contract (obligation to sell) | 2024-12-09 | J | D | 1 | — | 1 | I See Footnote | — · — to — | 5,445 Series C Liberty Live Common Stock | (F2) Pursuant to such adjustment, the LLC and the third party buyer were deemed to enter into a forward sale which obligates the LLC to deliver to the buyer up to an aggregate of 16,333 shares of Series C Liberty Live Common Stock (the "Shares") (or, at the LLC's election, an equivalent amount of cash based upon the market price of the Shares at that time) over the course of the maturity dates of the forward sale contract (December 5, 6 and 9, 2024). The LLC did not receive any payment and there were no other changes to the terms of the forward sale contract as a result of the adjustment. The LLC pledged 16,333 Shares (the "Pledged Shares") to secure its obligations in connection with the adjustment and retained dividend and voting rights in the Pledged Shares during the term of the pledge. (F4) The Settlement Price on each of the Maturity Dates exceeded the Cap Price, and the Reporting Person delivered $375,391.02, $377,647.01 and $373,101.75 on each of December 5, 6, and 9, respectively, to settle its obligations under the forward contract. (F1) As previously reported, on December 5, 2019, the reporting person, through a limited liability company (the "LLC") owned and controlled by the reporting person and his wife, entered into a prepaid variable forward sale contract with an unaffiliated third party buyer referencing shares of Series C Liberty Formula One Common Stock. On August 4, 2023, pursuant to the terms of the forward sale contract, the third party buyer adjusted the terms of the forward sale contract to account for the reclassification and exchange of the Series C Liberty Formula One Common Stock, as described in the issuer's Form S-4 (SEC File No. 333-268921). (F3) On December 5, 6, and 9, the forward contract matured per its terms; the Reporting Person elected to deliver cash in lieu of Shares to settle obligations under the contract. The number of Shares to be delivered to the buyer on the maturity dates was determined as follows: (a) if the volume-weighted average price at which the Shares on the relevant maturity date ("Settlement Price") was less than or equal to $21.00 per share ("Floor Price"), the LLC was required to deliver all Pledged Shares related to that maturity date, (b) if the Settlement Price was between the Floor Price and $24.35 ("Cap Price"), the LLC was required deliver a number of Shares having a value (based upon the then market price) equal to the Floor Price, and (c) if the Settlement Price was greater than the Cap Price, the LLC was required deliver a number of Shares having a value (based upon the then market price) equal to the Floor Price plus the difference between the Settlement Price and the Cap Price. (F5) The forward sale contract is between an unaffiliated third party buyer and the LLC. The LLC is the record holder of the Pledged Shares. |