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*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
LIONS GATE ENTERTAINMENT CORP /CN/ [ LGF.B ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 07/27/2024 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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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 | ||||||
Class A Common Shares | 91,282 | D | ||||||||
Class B Common Shares | 07/27/2024 | A | 54,456(1) | A | $0 | 1,179,820(2) | D | |||
Class B Common Shares | 07/27/2024 | F | 27,598(3) | D | $7.88 | 1,152,222(2) | D | |||
Class B Common Shares | 07/27/2024 | F | 30,665(4) | D | $7.88 | 1,121,557(5) | D |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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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 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 |
Explanation of Responses: |
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. |
Remarks: |
James W. Barge (By Adrian Kuzycz by Power of Attorney) | 07/30/2024 | |
** 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. | ||
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 Number. |