|
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 | ||||||||
Stock Option | $ 24.73 | 08/09/2013 | D | 7,000 (4) | 05/16/2007 | 05/16/2015 | Class A Common Shares | 7,000 | (4) | 0 | D | ||||
Stock Option | $ 22.65 | 08/09/2013 | D | 7,000 (4) | 05/15/2008 | 05/15/2016 | Class A Common Shares | 7,000 | (4) | 0 | D | ||||
Stock Option | $ 24.69 | 08/09/2013 | D | 3,500 (4) | 05/03/2012 | 05/03/2020 | Class A Common Shares | 3,500 | (4) | 0 | D | ||||
Stock Option | $ 25.57 | 08/09/2013 | D | 7,000 (4) | 05/03/2009 | 05/02/2017 | Class A Common Shares | 7,000 | (4) | 0 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
WEISS GARY L ONE AMERICAN ROAD CLEVELAND, OH 44144 |
X | Employee-Non-executive Officer |
Christopher W. Haffke, Power of Attorney for Gary Weiss | 08/13/2013 | |
**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) | Disposed of pursuant to the Merger Agreement among issuer, Century Intermediate Holding Company and Century Merger Company (the "Merger Agreement") for no consideration, including shares underlying restricted stock units or performance share units. |
(2) | Disposed of pursuant to the Merger Agreement for no consideration. |
(3) | On August 11, 2006, the Reporting Person acquired membership interests in the Irving I. Stone Limited Liability Company (the "LLC") representing 24.5% of the equity in the LLC. As a result of such acquisition, the Reporting Person may have been deemed to have an indirect beneficial ownership interest in 445,454 of the 1,818,182 Class B common shares owned by the LLC. Pursuant to the consummation of the transactions contemplated by the Merger Agreement, the LLC was dissolved immediately prior to the closing of the merger, and the Class B common shares held by it were distributed to certain of the equity holders of the LLC in accordance with the plan of dissolution of the LLC. As a result, on August 9, 2013, the reporting person received from the LLC a distribution of 449,954 Class B common shares. Immediately thereafter, those shares were disposed of pursuant to the Merger Agreement for no consideration. |
(4) | Cancelled pursuant to the Merger Agreement for no consideration. |