FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP 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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). |
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
Six Flags Entertainment Corp [ SIX ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 11/08/2016 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
Code | V | Amount | (A) or (D) | Price | ||||||
Common Stock, par value $0.025 per share | 11/08/2016 | M | 2,572(1) | A | $27.76 | 88,036 | D | |||
Common Stock, par value $0.025 per share | 11/08/2016 | M | 1,792(1) | A | $34.49 | 89,828 | D | |||
Common Stock, par value $0.025 per share | 11/08/2016 | M | 2,060(1) | A | $37.54 | 91,888 | D | |||
Common Stock, par value $0.025 per share | 11/08/2016 | S | 2,572(1) | D | $57 | 89,316 | D | |||
Common Stock, par value $0.025 per share | 11/08/2016 | S | 1,792(1) | D | $57 | 87,524 | D | |||
Common Stock, par value $0.025 per share | 11/08/2016 | S | 2,060(1) | D | $57 | 85,464 | D | |||
Common Stock, par value $0.025 per share | 11/09/2016 | M | 928(1) | A | $27.76 | 86,392 | D | |||
Common Stock, par value $0.025 per share | 11/09/2016 | M | 458(1) | A | $34.49 | 86,850 | D | |||
Common Stock, par value $0.025 per share | 11/09/2016 | M | 440(1) | A | $37.54 | 87,290 | D |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Employee Stock Option (Right to Buy) | $27.76 | 11/08/2016 | M | 2,572(1) | (2) | 08/24/2022 | Common Stock, par value $0.025 per share | 2,572 | $0 | 928 | D | ||||
Employee Stock Option (Right to Buy) | $34.49 | 11/08/2016 | M | 1,792(1) | (3) | 08/24/2023 | Common Stock, par value $0.025 per share | 1,792 | $0 | 2,708 | D | ||||
Employee Stock Option (Right to Buy) | $37.54 | 11/08/2016 | M | 2,060(1) | (4) | 08/24/2024 | Common Stock, par value $0.025 per share | 2,060 | $0 | 5,440 | D | ||||
Employee Stock Option (Right to Buy) | $27.76 | 11/09/2016 | M | 928(1) | (2) | 08/24/2022 | Common Stock, par value $0.025 per share | 928 | $0 | 0 | D | ||||
Employee Stock Option (Right to Buy) | $34.49 | 11/09/2016 | M | 458(1) | (3) | 08/24/2023 | Common Stock, par value $0.025 per share | 458 | $0 | 2,250 | D | ||||
Employee Stock Option (Right to Buy) | $37.54 | 11/09/2016 | M | 440(1) | (4) | 08/24/2024 | Common Stock, par value $0.025 per share | 440 | $0 | 5,000 | D |
Explanation of Responses: |
1. The transactions on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan previously adopted by W. Marshall Barber. |
2. Mr. Barber was granted an option to purchase 14,000 shares (as adjusted for stock split) on August 24, 2012, which vests 25% on each of the first four anniversaries of the grant date if the reporting person has been continuously employed with the Issuer through such date, subject to accelerated vesting in certain events, including certain terminations or upon a change in control, or as provided for by the Compensation Committee of the Issuer's Board of Directors. |
3. Mr. Barber was granted an option to purchase 9,000 shares on August 24, 2013, which vests 25% on each of the first four anniversaries of the grant date if the reporting person has been continuously employed with the Issuer through such date, subject to accelerated vesting in certain events, including certain terminations or upon a change in control, or as provided for by the Compensation Committee of the Issuer's Board of Directors. |
4. Mr. Barber was granted an option to purchase 10,000 shares on August 24, 2014, which vests 25% on each of the first four anniversaries of the grant date if the reporting person has been continuously employed with the Issuer through such date, subject to accelerated vesting in certain events, including certain terminations or upon a change in control, or as provided for by the Compensation Committee of the Issuer's Board of Director |
Remarks: |
/s/ W. Marshall Barber | 11/09/2016 | |
** 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 4 (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. |