|
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 |
|
|
|||||||||||||||||||||||||||||
|
|||||||||||||||||||||||||||||
| 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) |
||||
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Stock Appreciation Rights | $ 42.3 | 09/12/2024 | D | 43,624 (1) | 02/23/2028 | 02/23/2028 | Common Stock | 43,624 | $ 0 | 0 | D | ||||
| Stock Appreciation Rights | $ 42.3 | 09/12/2024 | A | 43,624 (1) | 02/23/2030 | 02/23/2030(2) | Common Stock | 43,624 | $ 0 | 43,624 | D | ||||
| Stock Appreciation Rights | $ 45.96 | 09/12/2024 | D | 40,151 (1) | 02/24/2027 | 02/24/2027 | Common Stock | 40,151 | $ 0 | 0 | D | ||||
| Stock Appreciation Rights | $ 45.96 | 09/12/2024 | A | 40,151 (1) | 02/24/2029 | 02/24/2029(2) | Common Stock | 40,151 | $ 0 | 40,151 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| SUSMAN SALLY 66 HUDSON BOULEVARD EAST ATTN: CORPORATE SECRETARY NEW YORK, NY 10001-2192 |
Executive Vice President | |||
| Susan E. Grant, by power of atty., for Sally Susman | 09/16/2024 | |
| **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 the number of shares of issuer common stock underlying stock appreciation rights ("total shareholder return units" or "TSRUs") eligible for modification ("Eligible TSRUs") pursuant to the issuer's one-time offer to modify Eligible TSRUs (the "Modification Offer") described in the Tender Offer Statement on Schedule TO filed by the issuer with the Securities and Exchange Commission on August 12, 2024 (as amended, the "Schedule TO") that the reporting person elected to modify. The Modification Offer provided eligible participants the opportunity to elect to modify certain outstanding TSRUs to extend the dates upon which the awards vest and settle by two years (the "Modified TSRUs"). The grant price and number of shares underlying the Modified TSRUs remain unchanged. |
| (2) | Reflects a modification to the settlement date of the Modified TSRUs pursuant to the Modification Offer. The grant price and number of shares underlying the Modified TSRUs remain unchanged. |