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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 | ||||||||
Restricted Stock Units | (2) | 12/11/2018 | A | 3.6 (3) | (3) | (3) | Common Stock | 3.6 | $ 0 | 2,557.4 | D | ||||
Restricted Stock Units | (2) | 12/11/2018 | A | 2.7 (4) | (4) | (4) | Common Stock | 2.7 | $ 0 | 1,959.6 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
BOWER JOSEPH L C/O HARVARD BUSINES SCHOOL CUMNOCK HALL 300 - SOLDIERS FIELD STA. BOSTON, MA 02163 |
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/s/ Glenn P. Zarin by power of attorney for Joseph L. Bower | 12/13/2018 | |
**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's purchase of 2.6 shares of Common Stock reported herein resulted from an erroneous broker enrollment of the Reporting Person in an automatic dividend reinvestment program. |
(2) | Each restricted stock unit ("RSU") represents a contingent right to receive one share of the Issuer's common stock. |
(3) | Represents additional RSUs awarded to the Reporting Person on account of dividend equivalent rights associated with previously vested RSUs for which the Reporting Person has elected to defer delivery of shares. Such additional RSUs are fully vested on grant and will settle, together with the previously vested underlying RSUs to which they relate, on the applicable deferred delivery date. |
(4) | Represents additional RSUs awarded to the Reporting Person on account of dividend equivalent rights associated with RSUs awarded on May 8, 2018 (the "2018 RSUs"). These RSUs vest, and shares of the Issuer's common stock will be delivered to the Reporting Person, concurrently with the 2018 RSUs, which will vest on May 8, 2019, subject to any election to defer delivery of shares made by the Reporting Person with respect to such 2018 RSUs. |