FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
|
|||||||||||||||
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). |
1. Name and Address of Reporting Person*
(Street)
|
2. Issuer Name and Ticker or Trading Symbol
BLOCKBUSTER INC [ BBI, BBI.B ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
|
||||||||||||||||||||||||
3. Date of Earliest Transaction
(Month/Day/Year) 12/10/2004 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
|
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
---|---|---|---|---|---|---|---|---|---|---|
1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction 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 A Common Stock | 12/10/2004 | A | 109,099 | A | (1) | 109,099 | D | |||
Class A Common Stock | 1,278(2) | I | By 401(k) plan |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
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 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: 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 | ||||||||
Employee Stock Option (right-to-buy) | $9.3(3) | 12/10/2004 | D | 73,829(3) | (4) | 08/11/2009 | Class A Common Stock | 73,829 | (1) | 0 | D | ||||
Employee Stock Option (right-to-buy) | $6.82(3) | 12/10/2004 | D | 36,310(3) | (5) | 07/26/2010 | Class A Common Stock | 36,310 | (1) | 0 | D | ||||
Employee Stock Option (right-to-buy) | $10.78(3) | 12/10/2004 | D | 48,413(3) | (6) | 07/24/2011 | Class A Common Stock | 48,413 | (1) | 0 | D | ||||
Employee Stock Option (right-to-buy) | $11.84(3) | 12/10/2004 | D | 64,550(3) | (7) | 07/23/2012 | Class A Common Stock | 64,550 | (1) | 0 | D | ||||
Employee Stock Option (right-to-buy) | $9.82(3) | 12/10/2004 | D | 64,550(3) | (8) | 07/22/2013 | Class A Common Stock | 64,550 | (1) | 0 | D |
Explanation of Responses: |
1. On December 10, 2004, the Issuer cancelled, pursuant to the Issuer's option exchange program, all of the Reporting Person's outstanding and unexercised options granted to the Reporting Person on the following dates. In exchange for the options, the Reporting Person received restricted shares of the Issuer's Class A Common Stock, as shown below. Date of Grant No. of Shares of Restricted Stock 8/11/99 32,100 7/26/00 15,787 7/24/01 16,694 7/23/02 22,259 7/22/03 22,259 |
2. Holdings reflect shares previously acquired in exempt transactions under the Issuer's 401(k) plan. Holdings are based on most recent plan statement. |
3. The number and exercise price of all of the Issuer's outstanding and unexercised options, including the Reporting Person's outstanding and unexercised options, were previously adjusted in connection with the Issuer's recent extraordinary dividend in order to preserve the economic value of the options. |
4. The option vested annually with respect to 20% of the shares covered thereby, which vesting began on August 11, 2000. |
5. The option originally provided for vesting annually with respect to 25% of the shares covered thereby, which vesting began on July 26, 2001. |
6. The option originally provided for vesting annually with respect to 25% of the shares covered thereby, which vesting began on July 24, 2002. |
7. The option originally provided for vesting annually with respect to one-third of the shares covered thereby, which vesting began on July 23, 2004. |
8. The option originally provided for vesting annually with respect to one-third of the shares covered thereby, beginning on July 22, 2005. |
Remarks: |
Marilyn R. Post, as attorney-in-fact for Frank G. Paci | 12/14/2004 | |
** 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 Number. |