0001209191-17-004567.txt : 20170119
0001209191-17-004567.hdr.sgml : 20170119
20170119170147
ACCESSION NUMBER: 0001209191-17-004567
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20170117
FILED AS OF DATE: 20170119
DATE AS OF CHANGE: 20170119
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Discovery Communications, Inc.
CENTRAL INDEX KEY: 0001437107
STANDARD INDUSTRIAL CLASSIFICATION: CABLE & OTHER PAY TELEVISION SERVICES [4841]
IRS NUMBER: 352333914
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 1 DISCOVERY PLACE
CITY: SILVER SPRING
STATE: MD
ZIP: 20910
BUSINESS PHONE: (240) 662-2000
MAIL ADDRESS:
STREET 1: 1 DISCOVERY PLACE
CITY: SILVER SPRING
STATE: MD
ZIP: 20910
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Zaslav David
CENTRAL INDEX KEY: 0001318285
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34177
FILM NUMBER: 17536492
MAIL ADDRESS:
STREET 1: C/O NBC CABLE NETWORKS
STREET 2: 1 CNBC PLAZA, 900 SYLVAN AVENUE
CITY: ENGLEWOOD CLIFFS
STATE: NJ
ZIP: 07632
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2017-01-17
0
0001437107
Discovery Communications, Inc.
DISCA
0001318285
Zaslav David
ONE DISCOVERY PLACE
SILVER SPRING
MD
20910
1
1
0
0
Chief Executive Officer & Pres
Series A Common Stock
2017-01-17
4
M
0
289270
26.38
A
1111603
D
Series A Common Stock
2017-01-17
4
D
0
216952
27.69
D
894651
D
Series A Common Stock
2017-01-17
4
D
0
68897
27.69
D
825754
D
Series A Common Stock
2017-01-17
4
F
0
1909
27.81
D
823845
D
Series C Common Stock
2017-01-17
4
M
0
289270
25.17
A
1096741
D
Series C Common Stock
2017-01-17
4
D
0
216952
27.03
D
879789
D
Series C Common Stock
2017-01-17
4
D
0
67342
27.03
D
812447
D
Cash-Settled Stock Appreciation Right
33.0719
2017-01-17
4
M
0
462241
0.00
D
2014-01-02
2017-01-31
Series A Common Stock
462241
0
D
Cash- and Stock-Settled Stock Appreciation Right
43.9199
2017-01-17
4
M
0
925665
0.00
D
2015-01-02
2018-01-31
Series A Common Stock
925665
925665
D
Cash- and Stock-Settled Stock Appreciation Right
33.17
2017-01-17
4
M
0
231416
0.00
D
2016-01-02
2019-01-31
Series A Common Stock
231416
462833
D
Cash- and Stock-Settled Stock Appreciation Right
26.38
2017-01-17
4
M
0
289270
0.00
D
2017-01-02
2020-01-31
Series A Common Stock
289270
867811
D
Cash- and Stock-Settled Stock Appreciation Right
27.69
2017-01-17
4
A
0
1446351
0.00
A
2018-01-02
2021-01-31
Series A Common Stock
1446351
1446351
D
Cash-Settled Stock Appreciation Right
32.0781
2017-01-17
4
M
0
462241
0.00
D
2014-01-02
2017-01-31
Series C Common Stock
462241
0
D
Cash- and Stock-Settled Stock Appreciation Right
42.6001
2017-01-17
4
M
0
925665
0.00
D
2015-01-02
2018-01-31
Series C Common Stock
925665
925665
D
Cash- and Stock-Settled Stock Appreciation Right
32.28
2017-01-17
4
M
0
231416
0.00
D
2016-01-02
2019-01-31
Series C Common Stock
231416
462833
D
Cash- and Stock-Settled Stock Appreciation Right
25.17
2017-01-17
4
M
0
289270
0.00
D
2017-01-02
2020-01-31
Series C Common Stock
289270
867811
D
Cash- and Stock-Settled Stock Appreciation Right
27.03
2017-01-17
4
A
0
1446351
0.00
A
2018-01-02
2021-01-31
Series C Common Stock
1446351
1446351
D
The Cash- and Stock-Settled Stock Appreciation Rights in respect of these shares of stock vested and became payable, 75% in cash and 25% in Series A Common Stock on January 2, 2017. Under the terms of the Cash-and Stock-Settled Stock Appreciation Rights, however, the amounts payable in respect of the vested units could not be calculated until 10 trading days had passed from the vesting date.
These shares represent the shares deemed disposed of to the Issuer upon the exercise of the cash-settled portion of the Cash- and Stock-Settled Appreciation Right.
These shares represent the shares deemed disposed of to the Issuer to cover the exercise price of the stock-settled portion of the Cash- and Stock-Settled Stock Appreciation Right.
These shares represent the shares disposed of to the Issuer to cover the applicable tax withholding related to the exercise of the stock-settled portion of the Cash- and Stock-Settled Stock Appreciation Right.
The Cash- and Stock-Settled Stock Appreciation Rights in respect of these shares of stock vested and became payable, 75% in cash and 25% in Series C Common Stock on January 2, 2017. Under the terms of the Cash-and Stock-Settled Stock Appreciation Rights, however, the amounts payable in respect of the vested units could not be calculated until 10 trading days had passed from the vesting date.
No amounts were payable in respect of these Cash-Settled Stock Appreciation Rights because the beginning unit value of $33.0719 per Unit exceeded the ending unit value of $27.69 per Unit.
The Cash-Settled Stock Appreciation Rights vest in four equal annual installments beginning on January 2, 2014. On each vesting date, the Cash-Settled Stock Appreciation Rights are automatically settled in cash without action required by the Reporting Person.
No amounts were payable and no shares were issued in respect of these Cash- and Stock-Settled Stock Appreciation Rights because the beginning unit value of $43.9199 per Unit exceeded the ending unit value of $27.69 per Unit.
The Cash- and Stock-Settled Stock Appreciation Rights vest in four equal annual installments beginning on January 2, 2015. On each vesting date, the vested Cash- and Stock-Settled Stock Appreciation Rights are automatically settled, 75% in cash and 25% in Series A Common Stock without any action required by the Reporting Person.
No amounts were payable and no shares were issued in respect of these Cash- and Stock-Settled Stock Appreciation Rights because the beginning unit value of $33.17 per Unit exceeded the ending unit value of $27.69 per Unit.
The Cash- and Stock-Settled Stock Appreciation Rights vest in four equal annual installments beginning on January 2, 2016. On each vesting date, the vested Cash- and Stock-Settled Stock Appreciation Rights are automatically settled, 75% in cash and 25% in Series A Common Stock without any action required by the Reporting Person.
The Cash- and Stock-Settled Stock Appreciation Rights vest in four equal annual installments beginning on January 2, 2017. On each vesting date, the vested Cash- and Stock-Settled Stock Appreciation Rights are automatically settled, 75% in cash and 25% in Series A Common Stock without any action required by the Reporting Person.
The Cash- and Stock-Settled Stock Appreciation Rights vest in four equal annual installments beginning on January 2, 2018. On each vesting date, the vested Cash- and Stock-Settled Stock Appreciation Rights are automatically settled, 75% in cash and 25% in Series A Common Stock without any action required by the Reporting Person.
No amounts were payable in respect of these Cash-Settled Stock Appreciation Rights because the beginning unit value of $32.0781 per Unit exceeded the ending unit value of $27.03 per Unit.
No amounts were payable and no shares were issued in respect of these Cash- and Stock-Settled Stock Appreciation Rights because the beginning unit value of $42.6001 per Unit exceeded the ending unit value of $27.03 per Unit.
The Cash- and Stock-Settled Stock Appreciation Rights vest in four equal annual installments beginning on January 2, 2015. On each vesting date, the vested Cash- and Stock-Settled Stock Appreciation Rights are automatically settled, 75% in cash and 25% in Series C Common Stock without any action required by the Reporting Person.
No amounts were payable and no shares were issued in respect of these Cash- and Stock-Settled Stock Appreciation Rights because the beginning unit value of $32.28 per Unit exceeded the ending unit value of $27.03 per Unit.
The Cash- and Stock-Settled Stock Appreciation Rights vest in four equal annual installments beginning on January 2, 2016. On each vesting date, the vested Cash- and Stock-Settled Stock Appreciation Rights are automatically settled, 75% in cash and 25% in Series C Common Stock without any action required by the Reporting Person.
The Cash- and Stock-Settled Stock Appreciation Rights vest in four equal annual installments beginning on January 2, 2017. On each vesting date, the vested Cash- and Stock-Settled Stock Appreciation Rights are automatically settled, 75% in cash and 25% in Series C Common Stock without any action required by the Reporting Person.
The Cash- and Stock-Settled Stock Appreciation Rights vest in four equal annual installments beginning on January 2, 2018. On each vesting date, the vested Cash- and Stock-Settled Stock Appreciation Rights are automatically settled, 75% in cash and 25% in Series C Common Stock without any action required by the Reporting Person.
The trading symbols for the Issuer's Series A, Series B and Series C common stock are, respectively, DISCA, DISCB and DISCK.
/s/ Stephanie D. Marks, by power of attorney
2017-01-19