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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
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. | SEC 1474 (9-02) |
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 Underlying Securities (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) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
TIME WARNER CABLE INC. 60 COLUMBUS CIRCLE NEW YORK, NY 10023 |
X | |||
TWC WIRELESS HOLDINGS I LLC 60 COLUMBUS CIRCLE NEW YORK, NY 10023 |
X | |||
TWC WIRELESS HOLDINGS II LLC 60 COLUMBUS CIRCLE NEW YORK, NY 10023 |
X | |||
TWC WIRELESS HOLDINGS III LLC 60 COLUMBUS CIRCLE NEW YORK, NY 10023 |
X |
TIME WARNER CABLE INC., By: /s/ Satish Adige, Senior Vice President, Investments | 10/03/2012 | |
**Signature of Reporting Person | Date | |
TWC WIRELESS HOLDINGS I LLC, By: /s/ Satish Adige, Senior Vice President, Investments | 10/03/2012 | |
**Signature of Reporting Person | Date | |
TWC WIRELESS HOLDINGS II LLC, By: /s/ Satish Adige, Senior Vice President, Investments | 10/03/2012 | |
**Signature of Reporting Person | Date | |
TWC WIRELESS HOLDINGS III LLC, By: /s/ Satish Adige, Senior Vice President, Investments | 10/03/2012 | |
**Signature of Reporting Person | Date |
* | 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). |
(1) | The shares of Class A Common Stock reported in Table I were owned indirectly by Time Warner Cable Inc. ("TWC") through its indirect wholly owned subsidiaries TWC Wireless Holdings I LLC ("TWC I"), TWC Wireless Holdings II LLC ("TWC II") and TWC Wireless Holdings III LLC ("TWC III" and together with TWC I and TWC II, the "TWC Wireless Subsidiaries"). Each of TWC I, TWC II and TWC III owned 15,468,261, 15,468,261 and 15,468,260 shares of Class A Common Stock, respectively. In connection with an internal reorganization effective September 30, 2012, Time Warner Cable LLC, of which TWC is the sole member, distributed its 100% ownership interest in each of the TWC Wireless Subsidiaries to TWC. As a result, TWC LLC, previously the sole member of each of the TWC Wireless Subsidiaries, ceased its indirect ownership interest in the Issuer's Class A Common Stock. |