0001127602-18-007154.txt : 20180220 0001127602-18-007154.hdr.sgml : 20180220 20180220160136 ACCESSION NUMBER: 0001127602-18-007154 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20180215 FILED AS OF DATE: 20180220 DATE AS OF CHANGE: 20180220 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GINSBERG GARY L CENTRAL INDEX KEY: 0001236136 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-15062 FILM NUMBER: 18624510 MAIL ADDRESS: STREET 1: TIME WARNER INC. STREET 2: ONE TIME WARNER CENTER CITY: NEW YORK STATE: NY ZIP: 10019 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: TIME WARNER INC. CENTRAL INDEX KEY: 0001105705 STANDARD INDUSTRIAL CLASSIFICATION: CABLE & OTHER PAY TELEVISION SERVICES [4841] IRS NUMBER: 134099534 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: ONE TIME WARNER CENTER CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 2124848000 MAIL ADDRESS: STREET 1: ONE TIME WARNER CENTER CITY: NEW YORK STATE: NY ZIP: 10019 FORMER COMPANY: FORMER CONFORMED NAME: TIME WARNER INC DATE OF NAME CHANGE: 20031015 FORMER COMPANY: FORMER CONFORMED NAME: AOL TIME WARNER INC DATE OF NAME CHANGE: 20000208 4 1 form4.xml PRIMARY DOCUMENT X0306 4 2018-02-15 0001105705 TIME WARNER INC. TWX 0001236136 GINSBERG GARY L ONE TIME WARNER CENTER NEW YORK NY 10019 1 Executive Vice President Common Stock, Par Value $.01 2018-02-15 4 M 0 6331 0 A 35617 D Common Stock, Par Value $.01 2018-02-15 4 F 0 3369 94.99 D 32248 D Common Stock, Par Value $.01 2018-02-15 4 M 0 1049 0 A 33297 D Common Stock, Par Value $.01 2018-02-15 4 F 0 558 94.99 D 32739 D Common Stock, Par Value $.01 2018-02-15 4 M 0 939 0 A 33678 D Common Stock, Par Value $.01 2018-02-15 4 F 0 499 94.99 D 33179 D Common Stock, Par Value $.01 2018-02-15 4 M 0 1265 0 A 34444 D Common Stock, Par Value $.01 2018-02-15 4 F 0 673 94.99 D 33771 D Common Stock, Par Value $.01 2018-02-15 4 M 0 3602 0 A 37373 D Common Stock, Par Value $.01 2018-02-15 4 F 0 1916 94.99 D 35457 D Performance Stock Units 2018-02-15 4 M 0 6331 0 D 2018-02-15 2018-02-15 Common Stock, Par Value $.01 6331 0 D Restricted Stock Units 2018-02-15 4 M 0 1049 0 D Common Stock, Par Value $.01 1049 34712 D Restricted Stock Units 2018-02-15 4 M 0 939 0 D Common Stock, Par Value $.01 939 33773 D Restricted Stock Units 2018-02-15 4 M 0 1265 0 D Common Stock, Par Value $.01 1265 32508 D Restricted Stock Units 2018-02-15 4 M 0 3602 0 D Common Stock, Par Value $.01 3602 28906 D On February 15, 2015, the Reporting Person was awarded 3,557 target performance stock units with a three-year performance period ending December 31, 2017. As previously reported on a Form 4 (filed with the SEC on January 25, 2018), on January 24, 2018, the Compensation and Human Development Committee approved a payout of 178% of the target PSUs under the performance standards set in 2015, based on (i) the Issuer's cumulative Adjusted EPS achieved during the performance period, which resulted in an Adjusted EPS factor of 200%, and (ii) its total stockholder return for the performance period compared to other companies in the S&P 500, which resulted in a TSR modifier of 89%. The PSU payout factor is determined by multiplying the Adjusted EPS factor and the TSR modifier. On February 15, 2018, the Reporting Person acquired 6,331 shares of common stock upon the vesting of the performance stock units. Each performance stock unit or restricted stock unit represents a contingent right to receive one share of common stock. The Reporting Person received one share of common stock for each performance stock unit or restricted stock unit that vested. Payment of tax liability by withholding shares of common stock incident to the vesting of performance stock units or restricted stock units in accordance with Rule 16b-3. Shares of common stock acquired upon the vesting of restricted stock units awarded on February 15, 2014, February 15, 2015, February 15, 2016 and October 24, 2016. These restricted stock units vest in four equal installments on the first four anniversaries of the date of grant, February 15, 2014. These restricted stock units vest in four equal installments on the first four anniversaries of their date of grant, February 15, 2015. These restricted stock units vest in four equal installments on the first four anniversaries of their date of grant, February 15, 2016. These restricted stock units vest in four equal installments on the first four anniversaries of February 15, 2017. These restricted stock units include (i) restricted stock units that vest in four equal installments on the first four anniversaries of the following dates of grant: February 15, 2015 and February 15, 2016; (ii) restricted stock units that are scheduled to vest in four equal installments on each anniversary of February 15, 2017; and (iii) restricted stock units that are scheduled to vest in four equal installments on each anniversary of February 15, 2018. By: Brenda C. Karickhoff for Gary L. Ginsberg 2018-02-20