SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Berchtold Joe

(Last) (First) (Middle)
C/O LIVE NATION ENTERTAINMENT, INC.
9348 CIVIC CENTER DRIVE

(Street)
BEVERLY HILLS CA 90210

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Live Nation Entertainment, Inc. [ LYV ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
President
3. Date of Earliest Transaction (Month/Day/Year)
03/10/2021
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock(1) 03/10/2021 M 85,000 A $20.9 955,969 D
Common Stock 03/10/2021 S 85,000 D $87.83(2) 870,969 D
Common Stock(1) 03/11/2021 M 85,000 A $20.9 955,969 D
Common Stock 03/11/2021 S 60,780 D $88.74(3) 895,189 D
Common Stock 03/11/2021 S 24,220 D $89.07(4) 870,969 D
Common Stock(1) 03/12/2021 M 85,000 A $20.9 955,969 D
Common Stock 03/12/2021 S 37,494 D $87.41(5) 918,475 D
Common Stock 03/12/2021 S 45,417 D $88.15(6) 873,058 D
Common Stock 03/12/2021 S 2,089 D $88.91(7) 870,969 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (buy) $20.9 03/10/2021 M 85,000 (8) 01/15/2024 Common Stock 85,000 $0 527,300 D
Stock Option (buy) $20.9 03/11/2021 M 85,000 (8) 01/15/2024 Common Stock 85,000 $0 442,300 D
Stock Option (buy) $20.9 03/12/2021 M 85,000 (8) 01/15/2024 Common Stock 85,000 $0 357,300 D
Explanation of Responses:
1. The options exercised by Mr. Berchtold represent 13% of the intrinsic value of his total holdings (including both vested and unvested shares and stock options) based on the closing price of our stock on March 9, 2021 of $87.26, prior to any sales. Mr. Berchtold has sold 85,000 shares on each of March 10th, March 11th and March 12th for estate planning purposes. Following the sale transactions reported on this Form 4, Mr. Berchtold continues to hold 1,501,090 shares and stock options, including both vested and unvested shares and stock options.
2. This transaction was executed in multiple trades at prices ranging from $87.59 to $88.30. The price reported reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
3. This transaction was executed in multiple trades at prices ranging from $87.95 to $88.94. The price reported reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
4. This transaction was executed in multiple trades at prices ranging from $88.95 to $89.27. The price reported reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
5. This transaction was executed in multiple trades at prices ranging from $86.83 to $87.82. The price reported reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
6. This transaction was executed in multiple trades at prices ranging from $87.83 to $88.80. The price reported reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
7. This transaction was executed in multiple trades at prices ranging from $88.84 to $89.00. The price reported reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
8. The reporting person received the stock options on January 15, 2014 pursuant to an award under the Amended and Restated Ticketmaster Entertainment, Inc. 2008 Stock and Annual Incentive Plan. The options vested in four equal installments on January 15, 2015, 2016, 2017 and 2018.
Remarks:
Kathy Willard, Attorney-in-Fact for Joe Berchtold 03/12/2021
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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