0000950142-13-002427.txt : 20131217 0000950142-13-002427.hdr.sgml : 20131217 20131217180154 ACCESSION NUMBER: 0000950142-13-002427 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20131205 FILED AS OF DATE: 20131217 DATE AS OF CHANGE: 20131217 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: LAS VEGAS SANDS CORP CENTRAL INDEX KEY: 0001300514 STANDARD INDUSTRIAL CLASSIFICATION: HOTELS & MOTELS [7011] IRS NUMBER: 270099920 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 3355 LAS VEGAS BOULEVARD, SOUTH STREET 2: ROOM 1A CITY: LAS VEGAS STATE: NV ZIP: 89109 BUSINESS PHONE: (702) 414-1000 MAIL ADDRESS: STREET 1: 3355 LAS VEGAS BOULEVARD, SOUTH STREET 2: ROOM 1A CITY: LAS VEGAS STATE: NV ZIP: 89109 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: LEVEN MICHAEL A CENTRAL INDEX KEY: 0001040619 STANDARD INDUSTRIAL CLASSIFICATION: HOTELS & MOTELS [7011] STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-32373 FILM NUMBER: 131283309 MAIL ADDRESS: STREET 1: 2500 PEACHTREE ROAD STREET 2: APT 801 CITY: ATLANTA STATE: GA ZIP: 30305 FORMER NAME: FORMER CONFORMED NAME: LAVEN MICHAEL A DATE OF NAME CHANGE: 19970609 4 1 es1301334_4-leven.xml OWNERSHIP DOCUMENT X0306 4 2013-12-05 0 0001300514 LAS VEGAS SANDS CORP LVS 0001040619 LEVEN MICHAEL A 3355 LAS VEGAS BOULEVARD SOUTH LAS VEGAS NV 89109 1 1 0 0 President and COO Common Stock 2013-12-05 5 G 0 E 13400 0 D 175895 D Common Stock 2013-12-13 4 M 0 92500 0.33 A 268395 D Common Stock 2013-12-13 4 S 0 89466 76.2440 D 178929 D Common Stock 2013-12-13 4 S 0 3034 76.9088 D 175895 D Common Stock 2013-12-13 4 M 0 92500 12.19 A 268395 D Common Stock 2013-12-13 4 S 0 90128 76.2464 D 178267 D Common Stock 2013-12-13 4 S 0 2372 76.9075 D 175895 D Option (Right to Buy) 0.33 2013-12-13 4 M 0 92500 0 D 2014-03-11 Common Stock 92500 472500 D Option (Right to Buy) 12.19 2013-12-13 4 M 0 92500 0 D 2014-03-11 Common Stock 92500 472500 D In accordance with the provisions of the Issuer's 2004 Equity Award Plan, the Compensation Committee approved an equitable adjustment to reduce the exercise price of the options to reflect the $2.75 per share special dividend to be paid on outstanding shares of the Issuer's common stock. The exercise price of options with an exercise price of $2.75 or less was reduced by 79%, and the holder received the remaining portion of the exercise price adjustment in cash. The equitable adjustment was effective as of December 10, 2012. Shares sold in connection with the exercise of stock options pursuant to a previously disclosed 10b5-1 trading plan. This transaction was executed in multiple trades at prices ranging from $75.89 to $76.70. The price reported above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the transaction was effected. This transaction was executed in multiple trades at prices ranging from $76.89 to $76.93. The price reported above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the transaction was effected. In accordance with the provisions of the Issuer's 2004 Equity Award Plan, the Compensation Committee approved an equitable adjustment to reduce the exercise price of the options to reflect the $2.75 per share special dividend to be paid on outstanding shares of the Issuer's common stock. The equitable adjustment was effective as of December 10, 2012. This transaction was executed in multiple trades at prices ranging from $75.89 to $76.88. The price reported above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the transaction was effected. This transaction was executed in multiple trades at prices ranging from $76.90 to $76.94. The price reported above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the transaction was effected. The Reporting Person was granted options to purchase 3,000,000 shares on March 11, 2009, all of which are vested. The Reporting Person was granted options to purchase 1,000,000 shares on January 1, 2010, all of which are vested. In addition to the 175,895 shares listed in Table I and the 945,000 vested options listed in Table II, Mr. Leven holds vested options to purchase 10,000 shares and 300,000 restricted stock units that are unvested as of the filing date. /s/ Michael A. Leven 2013-12-17