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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Gemstar-TV Guide Intl (MM) | NASDAQ:GMST | NASDAQ | Common Stock |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 4.41 | 0 | 00:00:00 |
FORM 4
[
X
]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b).
|
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
|
OMB APPROVAL
OMB Number: 3235-0287 Expires: January 31, 2008 Estimated average burden hours per response... 0.5 |
|
Utility Holding Company Act of 1935 or Section 30(f) of the Investment Company Act of 1940 |
|
1. Name and Address of Reporting Person
*
Shannon Steve |
2. Issuer Name
and
Ticker or Trading Symbol
GEMSTAR TV GUIDE INTERNATIONAL INC [ GMST ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner __ X __ Officer (give title below) _____ Other (specify below) EVP & GM - Product Development |
6922 HOLLYWOOD BLVD., 12TH FLOOR |
3. Date of Earliest Transaction
(MM/DD/YYYY)
|
|
LOS ANGELES, CA 90028 |
4. If Amendment, Date Original Filed
(MM/DD/YYYY)
|
6. Individual or Joint/Group Filing
(Check Applicable Line)
_ X _ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person |
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned |
||||||||||
1.Title of Security
(Instr. 3) |
2. Trans. Date | 2A. Deemed Execution Date, if any |
3. Trans. 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 |
Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) |
|||||||||||||||
1. Title of Derivate Security
(Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any |
4. Trans. 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 |
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 of Derivative Security: 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) | $3.06 | 5/2/2008 | D | 275000 | (1) | 1/19/2016 | Common Stock | 275000 | $6.35 | 0 | D | ||||
Employee Stock Option (Right to Buy) | $4.45 | 5/2/2008 | D | 102312 | (2) | 5/9/2017 | Common Stock | 102312 | $6.35 | 0 | D |
Explanation of Responses: | |
( 1) | This option, which provided for vesting in five equal annual installments beginning on January 19, 2007, was cancelled pursuant to the Agreement and Plan of Mergers, dated as of December 6, 2007 (the "Merger Agreement"), by and among the issuer, Macrovision Corporation, Saturn Holding Corp, Galaxy Merger Sub, Inc., and Mars Merger Sub Inc., in exchange for a cash payment of $904,750, representing the difference between the exercise price of the option and $6.35 per share. |
( 2) | This option, which provided for vesting in four equal annual installments beginning May 9, 2008, was cancelled pursuant to the terms of the Merger Agreement in exchange for a cash payment of $194,392.80, representing the difference between the exercise price of the option and $6.35 per share. |
Reporting Owners
|
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Reporting Owner Name / Address |
|
||||
Director | 10% Owner | Officer | Other | ||
Shannon Steve
6922 HOLLYWOOD BLVD., 12TH FLOOR LOS ANGELES, CA 90028 |
|
|
EVP & GM - Product Development |
|
Signatures
|
||
/s/ Stephen H. Kay, as Attorney-in-Fact | 5/2/2008 | |
** 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 control number. |
1 Year Gemstar-TV Guide Intl (MM) Chart |
1 Month Gemstar-TV Guide Intl (MM) Chart |
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