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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 |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Dayton Cox Trust A 6205 PEACHTREE DUNWOODY ROAD ATLANTA, GA 30328 |
X |
/s/ Dayton Cox Trust A, | 06/02/2009 | |
**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) | On May 29, 2009, CXR Acquisition, Inc. merged with Cox Radio, Inc., with Cox Radio as the surviving corporation in the merger. All Cox Radio outstanding Class A common stock, par value $0.33 per share (the Class A Stock), was cancelled in the merger, and shares other than those held by Cox Media Group or by Cox Radio in treasury were converted into the right to receive cash per share equal to $4.80, subject to the right of stockholders to exercise and perfect appraisal rights under Delaware law. |
(2) | The number of shares to be acquired is based on the 20,756,528 shares of Class A Stock reported as outstanding as of March 31, 2009 on the facing page of the Cox Radio Form 10-Q for the quarterly period ended March 31, 2009 less the 13,313,001 shares of Class A Stock previously reported as held by Cox Media Group as of May 26, 2009. |