0001104659-11-067031.txt : 20111130 0001104659-11-067031.hdr.sgml : 20111130 20111130193517 ACCESSION NUMBER: 0001104659-11-067031 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20111128 FILED AS OF DATE: 20111130 DATE AS OF CHANGE: 20111130 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BENNETT ROBERT R CENTRAL INDEX KEY: 0001119603 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35294 FILM NUMBER: 111235217 MAIL ADDRESS: STREET 1: 12300 LIBERTY BLVD CITY: ENGLEWOOD STATE: CO ZIP: 80112 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Liberty Media Corp CENTRAL INDEX KEY: 0001507934 STANDARD INDUSTRIAL CLASSIFICATION: CABLE & OTHER PAY TELEVISION SERVICES [4841] IRS NUMBER: 208988475 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 12300 LIBERTY BOULEVARD CITY: ENGLEWOOD STATE: CO ZIP: 80112 BUSINESS PHONE: (720) 875-5400 MAIL ADDRESS: STREET 1: 12300 LIBERTY BOULEVARD CITY: ENGLEWOOD STATE: CO ZIP: 80112 FORMER COMPANY: FORMER CONFORMED NAME: Liberty CapStarz, Inc. DATE OF NAME CHANGE: 20110523 FORMER COMPANY: FORMER CONFORMED NAME: Liberty Splitco, Inc. DATE OF NAME CHANGE: 20101215 4 1 a4.xml 4 X0304 4 2011-11-28 0 0001507934 Liberty Media Corp LMCA 0001119603 BENNETT ROBERT R 12300 LIBERTY BLVD. ENGLEWOOD CO 80112 1 0 0 0 Series A Liberty Starz Common Stock 2011-11-28 4 D 0 1674 D 0 D Series B Liberty Starz Common Stock 2011-11-28 4 D 0 265096 D 0 D Series B Liberty Starz Common Stock 2011-11-28 4 D 0 68509 D 0 I By Hilltop Investments, LLC Series A Liberty Capital Common Stock 2011-11-28 4 A 0 1475 A 5193 D Series B Liberty Capital Common Stock 2011-11-28 4 A 0 233626 A 910274 D Series B Liberty Capital Common Stock 2011-11-28 4 A 0 60376 A 217741 I By Hilltop Investments, LLC Stock Appreciation Right 23.65 2011-11-28 4 D 0 20000 0 D 2013-07-31 Series A Liberty Starz Common Stock 20000 0 D Stock Appreciation Right 26.84 2011-11-28 4 A 0 17625 0 A 2013-07-31 Series A Liberty Capital Common Stock 17625 17625 D Stock Appreciation Right 21.71 2011-11-28 4 D 0 20000 0 D 2014-08-06 Series A Liberty Starz Common Stock 20000 0 D Stock Appreciation Right 24.63 2011-11-28 4 A 0 17625 0 A 2014-08-06 Series A Liberty Capital Common Stock 17625 17625 D Stock Option (right to buy) 36.31 2011-11-28 4 D 0 660 0 D 2014-12-24 Series A Liberty Starz Common Stock 660 0 D Stock Option (right to buy) 41.20 2011-11-28 4 A 0 581 0 A 2014-12-24 Series A Liberty Capital Common Stock 581 581 D Stock Option (right to buy) 26.03 2011-11-28 4 D 0 1160 0 D 2015-12-16 Series A Liberty Starz Common Stock 1160 0 D Stock Option (right to buy) 29.54 2011-11-28 4 A 0 1022 0 A 2015-12-16 Series A Liberty Capital Common Stock 1022 1022 D On November 28, 2011, Liberty Media Corporation ("Liberty") converted all outstanding shares of its Liberty Starz common stock into shares of its Liberty Capital common stock (the "Conversion"). In the Conversion, (i) each outstanding share of Series A Liberty Starz common stock was converted into 0.88129 of a share of Series A Liberty Capital common stock and (ii) each outstanding share of Series B Liberty Starz common stock was converted into 0.88129 of a share of Series B Liberty Capital common stock, with cash paid in lieu of the issuance of fractional shares in each case.The Conversion was effected by action of the Liberty board of directors in accordance with Article IV, Section A.2(b)(ii) of Liberty's restated certificate of incorporation. All outstanding equity awards with respect to Series A Liberty Starz common stock and Series B Liberty Starz common stock (each such equity award a "LSTZ equity award") were automatically converted into equity awards with respect to Series A Liberty Capital common stock and Series B Liberty Capital common stock, respectively (each such equity award a "LCAP equity award"). Each LCAP equity award remains subject to the terms and conditions of the corresponding LSTZ equity award in all material respects. The number of shares of Liberty Capital common stock subject to such LCAP equity award was determined by multiplying the shares of Liberty Starz common stock subject to the LSTZ equity award by 0.88129. The per share exercise price or per share base price, as applicable, of each LCAP equity award is equal to the per share exercise price or per share base price, respectively, of the LSTZ equity award divided by 0.88129. The derivative security is fully vested. In connection with the completion of the Conversion, on November 29, 2011 the trading symbol for Series A Liberty Capital common stock changed from LCAPA to LMCA and the trading symbol for Series B Liberty Capital common stock changed from LCAPB to LMCB. /s/ Pamela L. Coe as Attorney-in-fact for Robert R. Bennett 2011-11-30