|
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 |
|
| |||||||||||||||||||||||||||||||||||||||||||||||||
|
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 |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
CC Media Holdings Inc 200 EAST BASSE ROAD SAN ANTONIO, TX 78209 |
X | |||
Clear Channel Capital II, LLC 200 EAST BASSE ROAD SAN ANTONIO, TX 78209 |
X | |||
Clear Channel Capital I, LLC 200 EAST BASSE ROAD SAN ANTONIO, TX 78209 |
X | |||
CLEAR CHANNEL COMMUNICATIONS INC 200 EAST BASSE ROAD SAN ANTONIO, TX 78209 |
X | |||
Clear Channel Holdings, Inc. 200 EAST BASSE ROAD SAN ANTONIO, TX 78209 |
X |
/s/ Hamlet T. Newsom , Jr. As Attorney-in-fact on behalf of CC Media Holdings, Inc. | 09/27/2011 | |
**Signature of Reporting Person | Date | |
/s/ Hamlet T. Newsom , Jr. As Attorney-in-fact on behalf of Clear Channel Capital II, LLC | 09/27/2011 | |
**Signature of Reporting Person | Date | |
/s/ Hamlet T. Newsom , Jr. As Attorney-in-fact on behalf of Clear Channel Capital I, LLC | 09/27/2011 | |
**Signature of Reporting Person | Date | |
/s/ Hamlet T. Newsom , Jr. As Attorney-in-fact on behalf of Clear Channel Communications, Inc. | 09/27/2011 | |
**Signature of Reporting Person | Date | |
/s/ Hamlet T. Newsom , Jr. As Attorney-in-fact on behalf of Clear Channel Holdings, Inc. | 09/27/2011 | |
**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 Persons are indirect beneficial owners of the reported securities. These shares of Class A Common Stock of the Issuer are directly owned by CC Finco, LLC, which is a direct wholly owned subsidiary of Clear Channel Holdings, Inc., which is a direct wholly owned subsidiary of Clear Channel Communications, Inc., which is a direct wholly owned subsidiary of Clear Channel Capital I, LLC, which is a direct wholly owned subsidiary of Clear Channel Capital II, LLC, which is a direct wholly owned subsidiary of CC Media Holdings, Inc. In addition, as previously reported on Form 3 filings, Clear Channel Holdings, Inc. directly owns 315,000,000 shares of Class B Common Stock of the Issuer, each of which is convertible at any time into one share of the Class A Common Stock, subject to certain limited exceptions. |
(2) | Reflects the purchase of 54,561 shares of Class A Common Stock on September 23, 2011 at the weighted average purchase price of $10.0293. The prices for these shares range from $9.60 to $10.17. The Reporting Persons undertake to provide, upon request by the Securities and Exchange Commission, the Issuer or a security holder of the Issuer, full information regarding the number of shares purchased at each separate price. |
(3) | Reflects the purchase of 42,052 shares of Class A Common Stock on September 26, 2011 at the weighted average purchase price of $10.1609. The prices for these shares range from $9.95 to $10.36. The Reporting Persons undertake to provide, upon request by the Securities and Exchange Commission, the Issuer or a security holder of the Issuer, full information regarding the number of shares purchased at each separate price. |
(4) | Reflects the purchase of 26,700 shares of Class A Common Stock on September 27, 2011 at the weighted average purchase price of $10.7683. The prices for these shares range from $10.55 to $10.93. The Reporting Persons undertake to provide, upon request by the Securities and Exchange Commission, the Issuer or a security holder of the Issuer, full information regarding the number of shares purchased at each separate price. |