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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 | ||||||||
Common Stock Options (right to buy) | $ 44.3093 | 07/30/2008 | D | 52,223 | (2) | 12/14/2008 | Common Stock | 52,223 | (2) | 0 | D | ||||
Common Stock Options (right to buy) | $ 42.6338 | 07/30/2008 | D | 141,004 | 12/31/2004 | 02/19/2009 | Common Stock | 141,004 | (3) | 0 | D | ||||
Common Stock Options (right to buy) | $ 35.0606 | 07/30/2008 | D | 88,780 | (4) | 02/19/2010 | Common Stock | 88,780 | (4) | 0 | D | ||||
Common Stock Options (right to buy) | $ 53.6154 | 07/30/2008 | D | 31,334 | 07/25/2006 | 07/25/2011 | Common Stock | 31,334 | (3) | 0 | D | ||||
Common Stock Options (right to buy) | $ 30.3107 | 07/30/2008 | D | 103,659 | (5) | 01/12/2012 | Common Stock | 103,659 | (5) | 0 | D | ||||
Common Stock Options (right to buy) | $ 26.1432 | 07/30/2008 | D | 51,829 | 07/30/2007 | 07/30/2012 | Common Stock | 51,829 | (3) | 0 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
HOGAN JOHN E C/O CLEAR CHANNEL COMMUNICATIONS, INC. 200 EAST BASSE ROAD SAN ANTONIO, TX 78209 |
CEO - Clear Channel Radio |
/s/ John E. Hogan | 07/30/2008 | |
**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) | Disposed of pursuant to merger agreement (the "Merger Agreement") between Clear Channel Communications, Inc. and BT Triple Crown Merger Co., Inc., B Triple Crown Finco, LLC, T Triple Crown Finco, LLC and CC Media Holdings, Inc. ("CC Media"), as amended in exchange for, on a per share basis, either a cash payment of $36.00 or one share of CC Media Class A Common Stock ("Class A Stock"). |
(2) | These options, which provided for vesting of 13,055 shares on December 14, 2004, 13,056 shares on December 14, 2005 and 26,112 shares on December 14, 2006, were canceled pursuant to the Merger Agreement in exchange for, on a per option basis, either a cash payment of $36.00 or one share of Class A Stock, less the exercise price of the option. |
(3) | These options were canceled pursuant to the Merger Agreement in exchange for, on a per option basis, either a cash payment of $36.00 or one share of Class A Stock, less the exercise price of the option. |
(4) | These options, which provided for vesting of 22,195 shares on February 19, 2006, 22,195 shares on February 19, 2007 and 44,390 shares on February 19, 2008, were canceled pursuant to the Merger Agreement in exchange for, on a per option basis, either a cash payment of $36.00 or one share of Class A Stock, less the exercise price of the option. |
(5) | These options, which provided for vesting of 25,914 shares on January 12, 2008, 25,915 shares on January 12, 2009 and 51,830 shares on January 12, 2010, were canceled pursuant to the Merger Agreement in exchange for, on a per option basis, either a cash payment of $36.00 or one share of Class A Stock, less the exercise price of the option. |