FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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1. Name and Address of Reporting Person*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 03/28/2008 |
3. Issuer Name and Ticker or Trading Symbol
Philip Morris International Inc. [ PM ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Beneficially Owned | |||
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1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
Common Stock | 98,762(1) | D | |
Common Stock | 527 | I(2) | DPS |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
Option (Right to Buy) | 01/31/2003 | 06/12/2011 | Common Stock | 5,801 | $25.6426(3) | D | |
Option (Right to Buy) | 01/24/2002 | 01/26/2010 | Common Stock | 6,367 | $23.8151(3) | D | |
Option (Right to Buy) | 08/04/2002 | 01/26/2010 | Common Stock | 8,403 | $25.9224(3) | D | |
Option (Right to Buy) | 04/20/2004 | 01/26/2010 | Common Stock | 14,635 | $23.4491(3) | D | |
Option (Right to Buy) | 03/30/2007 | 06/23/2008 | Common Stock | 13,345 | $44.0485(3) | D | |
Option (Right to Buy) | 03/30/2007 | 06/29/2009 | Common Stock | 14,517 | $44.0485(3) | D | |
Option (Right to Buy) | 03/30/2007 | 06/29/2009 | Common Stock | 5,081 | $44.0485(3) | D | |
Option (Right to Buy) | 03/30/2007 | 01/31/2011 | Common Stock | 16,972 | $44.0485(3) | D | |
Option (Right to Buy) | 03/30/2007 | 06/12/2011 | Common Stock | 9,819 | $44.0485(3) | D |
Explanation of Responses: |
1. Includes shares or share equivalents of common stock of the Issuer in connection with the pro rata distribution by Altria Group, Inc. ("Altria") to its stockholders of 100% of the outstanding shares of the Issuer's common stock on March 28, 2008 (the "Spin-Off"). The total includes 7,420 shares of Restricted Stock and 20,750 shares of Deferred Stock of the Issuer received as a result of the Spin-Off in connection with the previously granted Altria awards. The number of Deferred Shares reflects 11,596 Deferred Shares of the Issuer in substitution of previously granted deferred shares awarded by Altria Group, Inc. on January 30, 2008 in accordance with the terms of the Employee Matters Agreement dated as of March 28, 2008 between Altria Group, Inc. and Philip Morris International Inc. in connection with the Spin-Off of Philip Morris International Inc. on March 28, 2008. |
2. Shares held in the Philip Morris International Deferred Profit Sharing Plan. |
3. These options were originally granted by Altria. In connection with the Spin-Off, these options were split into options to acquire Altria Common Stock and Issuer's Common Stock in accordance with the anti-dilution terms of Altria's compensation plans and the Employee Matters Agreement dated March 28, 2008, between Altria and the Issuer. |
G. Penn Holsenbeck | 04/01/2008 | |
** Signature of Reporting Person | Date | |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
* If the form is filed by more than one reporting person, see Instruction 5 (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). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
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 Number. |