-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, CU68CjkIMiSUYhBMIiAVCeyCalmPSlcqAyYdofjL/foS1PJh9B97qrFe4YE3OCmX WOxriAvqZGcD9AKSPULZvQ== 0000950123-02-001458.txt : 20020414 0000950123-02-001458.hdr.sgml : 20020414 ACCESSION NUMBER: 0000950123-02-001458 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20020213 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: CABLEVISION SYSTEMS CORP /NY CENTRAL INDEX KEY: 0001053112 STANDARD INDUSTRIAL CLASSIFICATION: CABLE & OTHER PAY TELEVISION SERVICES [4841] IRS NUMBER: 112776686 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-53757 FILM NUMBER: 02541376 BUSINESS ADDRESS: STREET 1: 1111 STEWART AVENUE CITY: BETHPAGE STATE: NY ZIP: 11714 BUSINESS PHONE: 5163806230 MAIL ADDRESS: STREET 1: 1111 STEWART AVENUE CITY: BETHPAGE STATE: NY ZIP: 11714 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: MACPHERSON JOHN CENTRAL INDEX KEY: 0001007658 IRS NUMBER: 294059067 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: SPORTSCHANNEL NY STREET 2: 200 CROSSWAYS DR CITY: WOODBURY STATE: NY ZIP: 11797 BUSINESS PHONE: 5163643650 MAIL ADDRESS: STREET 1: C/O WILLIAM A FREWIN JR STREET 2: ONE MEDIA CROSSWAYS CITY: WOODBURY STATE: NY ZIP: 11797 SC 13G/A 1 y57470bsc13ga.txt AMENDMENT NO. 9 TO SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 9)* Cablevision Systems Corporation ------------------------------- (Name of Issuer) Cablevision NY Group Class A Common Stock, par value $.01 per share Rainbow Media Group Class A Common Stock, par value $.01 per share ------------------------------------------------------------------- (Title of Class of Securities) Cablevision NY Group Class A Common Stock: 12686C-10-9 Rainbow Media Group Class A Common Stock: 12686C-844 ------------------------------------------------------ (CUSIP Number) December 31, 2001 ------------------------------------------------------- (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [ ] Rule 13d-1(b) [ ] Rule 13d-1(c) [X] Rule 13d-1(d) *The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosure provided in a prior cover page. The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of the section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). - -------------------------------------------------------------------------------- 1 Names of Reporting Persons John MacPherson, individually and as Trustee for the Trusts listed in Exhibit A I.R.S. Identification Nos. of above persons (entities only) N/A - -------------------------------------------------------------------------------- 2 Check the Appropriate Box if a Member of a Group (a) [ ] (b) [ ] - -------------------------------------------------------------------------------- 3 SEC Use Only - -------------------------------------------------------------------------------- 4 Citizenship or Place of Organization U.S.A. - -------------------------------------------------------------------------------- 5 Sole Voting Power Number of Cablevision Class A Common Stock 6,971,396 Rainbow Media Group Class A Common Stock 3,485,698 Shares ------------------------------------------------------------ 6 Shared Voting Power Beneficially Cablevision Class A Common Stock 0 Rainbow Media Group Class A Common Stock 0 Owned by ------------------------------------------------------------ 7 Sole Dispositive Power Each Cablevision Class A Common Stock 6,971,396 Rainbow Media Group Class A Common Stock 3,485,698 Reporting ------------------------------------------------------------ 8 Shared Dispositive Power Person With Cablevision Class A Common Stock 0 Rainbow Media Group Class A Common Stock 0 - -------------------------------------------------------------------------------- 9 Aggregate Amount Beneficially Owned by Each Reporting Person Cablevision Class A Common Stock 6,971,396 Rainbow Media Group Class A Common Stock 3,485,698 - -------------------------------------------------------------------------------- 10 Check if the Aggregate Amount in Row (9) Excludes Certain Shares [ ] - -------------------------------------------------------------------------------- 11 Percent of Class Represented by Amount in Row (9) Cablevision Class A Common Stock 4.9% Rainbow Media Group Class A Common Stock 4.5% - -------------------------------------------------------------------------------- 12 Type of Reporting Person IN - -------------------------------------------------------------------------------- Page 2 of 6 CONTINUATION PAGES OF AMENDMENT NO. 9 TO SCHEDULE 13G FILED BY JOHN MACPHERSON, INDIVIDUALLY AND AS TRUSTEE ITEM 1(a) NAME OF ISSUER: Cablevision Systems Corporation ITEM 1(b) ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES: 1111 Stewart Avenue Bethpage, New York 11714 ITEM 2(a) NAME OF PERSON FILING: John MacPherson, individually and as Trustee for the Trusts listed on Exhibit A ITEM 2(b) ADDRESS OF PRINCIPAL BUSINESS OFFICE: c/o Cablevision Systems 1111 Stewart Avenue Bethpage, New York 11714 ITEM 2(c) CITIZENSHIP: U.S.A. ITEM 2(d) TITLE OF CLASS OF SECURITIES: Cablevision NY Group Class A Common Stock, par value $.01 per share (the "Cablevision Class A Common Stock") Rainbow Media Group Class A Common Stock, par value $.01 per share (the "Rainbow Media Group Class A Common Stock") ITEM 2(e) CUSIP NUMBER: Cablevision Class A Common Stock 12686C-10-9 Rainbow Media Group Class A Common Stock 12686C-844 ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO RULES 13d-1(b), OR 13d-2(b) OR (c), CHECK WHETHER THE PERSON FILING IS A: Not Applicable. Page 3 of 6 ITEM 4. OWNERSHIP (A) AMOUNT BENEFICIALLY OWNED Cablevision Class A Common Stock: 6,971,396 Rainbow Media Group Class A Common Stock: 3,485,698 (B) PERCENT OF CLASS: Cablevision Class A Common Stock: 4.9% Rainbow Media Group Class A Common Stock: 4.5% (C) NUMBER OF SHARES AS TO WHICH SUCH PERSON HAS: (I) SOLE POWER TO VOTE OR TO DIRECT THE VOTE: Cablevision Class A Common Stock: 6,971,396 Rainbow Media Group Class A Common Stock: 3,485,698 (II) SHARED POWER TO VOTE OR TO DIRECT THE VOTE: Cablevision Class A Common Stock: 0 Rainbow Media Group Class A Common Stock: 0 (III) SOLE POWER TO DISPOSE OR TO DIRECT THE DISPOSITION OF: Cablevision Class A Common Stock: 6,971,396 Rainbow Media Group Class A Common Stock: 3,485,698 (IV) SHARED POWER TO DISPOSE OR TO DIRECT THE DISPOSITION OF: Cablevision Class A Common Stock: 0 Rainbow Media Group Class A Common Stock: 0 ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS. If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following [X]: See Item 11 of the cover page hereto, which is incorporated herein by reference, and Item 4(b) above. ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON. See Exhibit A. Page 4 of 6 ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY. Not applicable. ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP. Not applicable. ITEM 9. NOTICE OF DISSOLUTION OF GROUP. Not applicable. ITEM 10. CERTIFICATION Not applicable. Page 5 of 6 SIGNATURE. After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Date: February 13, 2002 Signature: /s/ John MacPherson ------------------------------------ By William A. Frewin, Jr., as Attorney-in-Fact Name/Title: John MacPherson, individually and as Trustee of each of the following Trusts: CFD Trust No. 1 CFD Trust No. 2 CFD Trust No. 3 CFD Trust No. 4 CFD Trust No. 5 CFD Trust No. 6 CFD Trust No. 10 Page 6 of 6 EX-99.A 3 y57470bex99-a.txt OWNERSHIP OF MORE THAN FIVE PERCENT Exhibit A John MacPherson ("Mr. MacPherson" or the "Trustee") is currently the trustee of each trust listed in the table below (the "Trusts"). As of December 31, 2001, the CFD Trust No. 10 owned 75,000 shares of Cablevision Class A Common Stock, par value $.01 per share (the "Cablevision Class A Common Stock"), of Cablevision Systems Corporation, a Delaware corporation (the "Issuer"), and 37,500 shares of Rainbow Media Group Class A Common Stock, par value $.01 per share (the "Rainbow Media Group Class A Common Stock") of the Issuer. In addition, as of December 31, 2001, the Trusts owned, in the aggregate, 6,880,296 shares of Class B Common Stock, par value $.01 per share (the "Class B Common Stock") of the Issuer, and 3,440,148 shares of Rainbow Media Group Class B Common Stock, par value $.01 per share (the "Rainbow Media Group Class B Common Stock") of the Issuer. Cablevision Class B Common Stock of the Issuer is convertible at the option of the holder share for share into Cablevision Class A Common Stock of the Issuer and Rainbow Media Group Class B Common Stock of the Issuer is convertible at the option of the holder share for share into Rainbow Media Group Class A Common Stock of the Issuer. Mr. MacPherson does not have an economic interest in any such shares, but, as the Trustee of the Trusts, does have the power to vote and dispose of such shares. Under certain rules of the Securities and Exchange Commission, so long as Mr. MacPherson retains such powers, he is deemed to have beneficial ownership thereof for purposes of Schedule 13G reporting. Also, as of December 31, 2001, Mr. MacPherson and his wife, Dorothy MacPherson, owned directly 16,100 shares of Cablevision Class A Common Stock of the Issuer and 8,050 shares of Rainbow Media Group Class A Common Stock of the Issuer. The following table lists each Trust's name and its current beneficiary:
Name of Trust Beneficiary - ------------- ----------- CFD Trust No. 1 Kathleen Dolan CFD Trust No. 2 Deborah Dolan CFD Trust No. 3 Marianne Dolan CFD Trust No. 4 Patrick Dolan CFD Trust No. 5 Thomas Dolan CFD Trust No. 6 James Dolan CFD Trust No. 10 Marie Atwood CFD Trust No. 1 - CFD Trust No. 6
For each of the CFD Trust No. 1, CFD Trust No. 2, CFD Trust No. 3, CFD Trust 4, CFD Trust No. 5 and CFD Trust No. 6 (collectively, the "CFD Trusts 1-6"), distributions of income and principal can be made in the Trustee's discretion to the person shown as the current beneficiary of each CFD Trust 1-6 in the above table (the "Current Beneficiary"). The Current Beneficiary has a power during his or her life to appoint all or part of the relevant CFD Trust 1-6 to or for the benefit of one or more of the Current Beneficiary's descendants. Upon the death of the Current Beneficiary, the relevant CFD Trust 1-6, if not previously terminated, will pass as appointed by the Current Beneficiary to or for the benefit of one or more of the Current Beneficiary's descendants. Any unappointed portion of such Trust will pass, in further trust, per stirpes to the Current Beneficiary's then living descendants, or if none, per stirpes to the then living descendants of Charles F. Dolan, or if none, among the heirs-at-law of Charles F. Dolan. CFD TRUST NO. 10 For the CFD Trust No. 10, distributions of income and principal can be made in the Trustee's discretion to Marie Atwood (the "Current Beneficiary"). The Current Beneficiary has a power during her life to appoint all or part of the CFD Trust No. 10 to or for the benefit of one or more of her descendants. Upon the death of the Current Beneficiary, the CFD Trust No. 10, if not previously terminated, will pass as appointed by the Current Beneficiary to or for the benefit of one or more of her descendants. Any unappointed portion of the CFD Trust No. 10 will pass, in further trust, per stirpes to the Current Beneficiary's then living descendants, or if none, among the Current Beneficiary's heirs-at-law. The spouse of the Current Beneficiary, if he survives the Current Beneficiary, as a power during his life and upon his death to appoint all or part of any such continuing trusts to or for the benefit of one or more of the Current Beneficiary's descendants. BENEFICIAL OWNERSHIP OF THE BENEFICIARIES No individual beneficiary of any Trust can be said to have a present beneficial interest in any Trust of greater than five percent of the Cablevision Class A Common Stock or the Rainbow Media Group Class A Common Stock because the Trustee has the sole discretion to distribute or accumulate the income from a Trust and the sole discretion to distribute the principal of a Trust to the Current Beneficiary. -----END PRIVACY-ENHANCED MESSAGE-----