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GHC Graham Holdings Company

717.90
0.00 (0.00%)
Pre Market
Last Updated: 09:09:47
Delayed by 15 minutes
Share Name Share Symbol Market Type
Graham Holdings Company NYSE:GHC NYSE Common Stock
  Price Change % Change Share Price High Price Low Price Open Price Shares Traded Last Trade
  0.00 0.00% 717.90 0 09:09:47

Statement of Changes in Beneficial Ownership (4)

06/08/2018 9:19pm

Edgar (US Regulatory)


FORM 4
[ ] 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

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response...
0.5
                      
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

O'Shaughnessy Timothy J
2. Issuer Name and Ticker or Trading Symbol

Graham Holdings Co [ GHC ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__ X __ Director                      _____ 10% Owner
__ X __ Officer (give title below)      _____ Other (specify below)
President and CEO
(Last)          (First)          (Middle)

C/O GRAHAM HOLDINGS COMPANY, 1300 NORTH 17TH STREET, SUITE 1700
3. Date of Earliest Transaction (MM/DD/YYYY)

8/2/2018
(Street)

ARLINGTON, VA 22209
(City)        (State)        (Zip)
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
Class B Common Stock   8/2/2018     P    950   A $546.61   9842   D    
Class B Common Stock   8/2/2018     P    410   A $549.5   10252   D    
Class B Common Stock   8/3/2018     P    216   A $556.75   (1) 10468   D    
Class B Common Stock   8/3/2018     P    50   A $557.5   10518   D    
Class B Common Stock   8/3/2018     P    24   A $559.66   10542   D    
Class B Common Stock   8/3/2018     P    150   A $561.55   10692   D    
Class B Common Stock                  2782   I   Spouse  
Class B Common Stock                  900   I   Trust for Spouse   (2)
Class B Common Stock   8/2/2018     P    950   A $546.61   4750   I   Trust for spouse and children   (3)
Class B Common Stock   8/2/2018     P    410   A $549.5   5160   I   Trust for spouse and children   (3)
Class B Common Stock   8/3/2018     P    215   A $556.75   (1) 5375   I   Trust for spouse and children   (3)
Class B Common Stock   8/3/2018     P    50   A $557.5   5425   I   Trust for spouse and children   (3)
Class B Common Stock   8/3/2018     P    25   A $559.55   5450   I   Trust for spouse and children   (3)
Class B Common Stock   8/3/2018     P    150   A $561.55   5600   I   Trust for spouse and children   (3)

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
Class A Common Stock     (4)                    (4)   (4) Class B Common Stock     (4)   34865   I   Spouse  

Explanation of Responses:
(1)  The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $556.55 to $556.95, inclusive. The reporting person undertakes to provide to Graham Holdings Company, any security holder of Graham Holdings Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the shares purchased at each separate price within the range set forth in this footnote.
(2)  The reporting person is not a beneficiary of such trust. The reporting person disclaims beneficial ownership of the reported securities.
(3)  The reporting person is a trustee of the trust that owns the reported securities, but he is not a beneficiary of such trust. The reporting person disclaims beneficial ownership of the reported securities.
(4)  Shares of Class A Common Stock are convertible into shares of Class B Common Stock at any time on a one-for-one basis and have no expiration date.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
O'Shaughnessy Timothy J
C/O GRAHAM HOLDINGS COMPANY
1300 NORTH 17TH STREET, SUITE 1700
ARLINGTON, VA 22209
X
President and CEO

Signatures
/s/ Nicole M. Maddrey for Timothy J. O'Shaughnessy 8/6/2018
** 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.

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