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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT 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) | ||
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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 | ||||||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| BARGE JAMES W LIONSGATE 2700 COLORADO AVENUE SANTA MONICA, CA 90291 |
Chief Financial Officer | |||
| James W. Barge (By Adrian Kuzycz by Power of Attorney) | 07/30/2024 | |
| **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) | Represents common shares issued upon vesting of restricted share performance units granted pursuant to the terms of an employment agreement with the reporting person. |
| (2) | Amount includes the following restricted share units granted by the Issuer, payable upon vesting in an equal number of Class B common shares of the Issuer: (i) 121,014 restricted share units that are scheduled to vest in two equal annual installments beginning July 27, 2024; and (ii) 129,896 restricted share units that are scheduled to vest in two equal annual installments beginning July 3, 2025. |
| (3) | Represents common shares withheld by the Issuer to satisfy certain tax withholding obligations upon the vesting of 54,456 Class B restricted share performance units. The grant of the units is reported herein and, pursuant to the Lions Gate Entertainment Corp. 2023 Performance Incentive Plan and the Issuer's policies, 27,598 Class B shares were automatically canceled to cover certain of the reporting person's tax obligations. |
| (4) | Represents common shares withheld by the Issuer to satisfy certain tax withholding obligations upon the vesting of 60,507 Class B restricted share units. The grant of the units was previously reported and, pursuant to the Lions Gate Entertainment Corp. 2023 Performance Incentive Plan and the Issuer's policies, 30,665 Class B shares were automatically canceled to cover certain of the reporting person's tax obligations. |
| (5) | Amount includes the following restricted share units granted by the Issuer, payable upon vesting in an equal number of Class B common shares of the Issuer: (i) 60,507 restricted share units that are scheduled to vest on July 27, 2025; and (ii) 129,896 restricted share units that are scheduled to vest in two equal annual installments beginning July 3, 2025. |