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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 | ||||||||
Class B Common Stock | (1) | (1) | (1) | Class A Common Stock | 17,620,453 | 17,620,453 (2) | D | ||||||||
Class B Common Stock | (1) | (1) | (1) | Class A Common Stock | 26,272 | 26,272 | I | By RL Holding Group, Inc. | |||||||
Class B Common Stock | (1) | (1) | (1) | Class A Common Stock | 10,756,171 | 10,756,171 | I | By RL Holding LP | |||||||
Class B Common Stock | (1) | (1) | (1) | Class A Common Stock | 1,557,503 | 1,557,503 | I | By RL Family LP | |||||||
Class B Common Stock | (1) | (1) | (1) | Class A Common Stock | 8,658,882 | 8,658,882 (2) | I | By GRATs | |||||||
Class B Common Stock | (1) | 04/15/2008 | J(3) | 816,138 | (1) | (1) | Class A Common Stock | 816,138 | $ 0 | 0 | I | By Wife's GRAT (3) | |||
Class B Common Stock | (1) | (1) | (1) | Class A Common Stock | 2,364,766 | 2,364,766 (4) | I | By Wife's GRATs | |||||||
Class B Common Stock | (1) | (1) | (1) | Class A CommonStock | 819,096 | 819,096 (4) | I | By Wife |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
LAUREN RALPH 650 MADISON AVE NEW YORK, NY 10022 |
X | X | Chairman & CEO |
Yen D. Chu, Attorney-in-Fact | 04/17/2008 | |
**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) | Each share of Class B Common Stock is immediately convertible on a one-for one basis into a share of Class A Common Stock and does not expire. |
(2) | Reflects a distribution on March 10, 2008 of 4,000,000 shares of Class B Common Stock from the reporting person to grantor retained annuity trusts of which the reporting person is a trustee. |
(3) | Reflects a distribution on April 15, 2008 of shares of Class B Common Stock upon the termination of one of the grantor retained annuity trusts to a successor trust for the benefit of the issue of the reporting person's wife and for various trusts of which the reporting person's wife is a grantor. The reporting person's wife was a trustee of the terminating grantor retained annuity trust. The reporting person and his wife are not trustees of the successor trust. |
(4) | Reflects a distribution on April 15, 2008 to the reporting person's wife of 819,096 shares of Class B Common Stock from the grantor retained annuity trusts of the reporting person's wife, of which she is a trustee. Also reflects a distribution on March 10, 2008 of 970,363 shares of Class B Common Stock from the reporting person's wife to a grantor retained annuity trust of which she is a trustee. |