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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT 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) |
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 | ||||||||
Class A Common Stock | (2) | (2) | (2) | Class B Common Stock | (2) | 203,978 | D | ||||||||
Class A Common Stock | (2) | (2) | (2) | Class B Common Stock | (2) | 140,996 | I | Grantor Retained Annuity Trust | |||||||
Class A Common Stock | (2) | (2) | (2) | Class B Common Stock | (2) | 5,400 | I | Trusts for Children (1) | |||||||
Class A Common Stock | (2) | 08/21/2014 | C | 153,877 | (2) | (2) | Class B Common Stock | (2) | (2) | 241,577 | I | Trusts for Siblings (1) | |||
Class A Common Stock | (2) | (2) | (2) | Class B Common Stock | (2) | 388,225 | I | Beneficiary of Trusts | |||||||
Class A Common Stock | (2) | 08/21/2014 | C | 3,600 | (2) | (2) | Class B Common Stock | (2) | (2) | 1,800 | I | Trusts for Children of Siblings (1) |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
GRAHAM DONALD C/O GRAHAM HOLDINGS COMPANY 1300 17TH STREET NORTH ARLINGTON, VA 22209 |
X | X | CEO and COB |
/s/ Veronica Dillon for Donald E. Graham | 08/25/2014 | |
**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) | The reporting person is a trustee of the trust that owns the reported securities, but he is not a beneficiary of such trust. The reporting person disclaims beneficial ownership of the reported securities. |
(2) | Shares of Class A Common Stock are convertible into shares of Class B Common Stock at any time on a one-for-one basis and have no expiration date. |
(3) | 153,877 shares of Class B Common Stock were acquired upon the conversion of 153,877 shares of Class A Common Stock. |
(4) | 3,600 shares of Class B Common Stock were acquired upon the conversion of 3,600 shares of Class A Common Stock. |