SEC Form 4
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
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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*
POST RICHARD A

(Last) (First) (Middle)
9705 PATUXENT WOODS DRIVE

(Street)
COLUMBIA MD 21046

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
ARBITRON INC [ ARB ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
12/18/2012
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
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
Common Stock 12/18/2012 M 1,572 A $41.72 2,572 D
Common Stock 12/18/2012 M 869 A $40.26 3,441 D
Common Stock 12/18/2012 M 5,000 A $39.18 8,441 D
Common Stock 12/18/2012 M 893 A $39.18 9,334 D
Common Stock 12/18/2012 M 466 A $42.9 9,800 D
Common Stock 12/18/2012 M 7,000 A $41.02 16,800 D
Common Stock 12/18/2012 M 466 A $42.9 17,266 D
Common Stock 12/18/2012 M 502 A $39.84 17,768 D
Common Stock 12/18/2012 M 527 A $37.98 18,295 D
Common Stock 12/18/2012 M 7,000 A $39.87 25,295 D
Common Stock 12/18/2012 M 522 A $38.33 25,817 D
Common Stock 12/18/2012 M 540 A $37.01 26,357 D
Common Stock 12/18/2012 M 460 A $43.44 26,817 D
Common Stock 12/18/2012 M 15,719 A $20.52 42,536 D
Common Stock 12/18/2012 M 15,000 A $26.66 57,536 D
Common Stock 12/18/2012 S (1) 56,536 D $47.0206 (2) 1,000 D
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
Non-Qualified Stock Option (right to buy) $41.72 12/18/2012 M 1,572 12/31/2003 12/31/2013 Common Stock 1,572 $0.00 0 D
Non-Qualified Stock Option (right to buy) $40.26 12/18/2012 M 869 03/31/2004 03/31/2014 Common Stock 869 $0.00 0 D
Non-Qualified Stock Option (right to buy) $39.18 12/18/2012 M 5,000 12/31/2004 12/31/2014 Common Stock 5,000 $0.00 0 D
Non-Qualified Stock Option (right to buy) $39.18 12/18/2012 M 893 12/31/2004 12/31/2014 Common Stock 893 $0.00 0 D
Non-Qualified Stock Option (right to buy) $42.9 12/18/2012 M 466 03/31/2005 03/31/2015 Common Stock 466 $0.00 0 D
Non-Qualified Stock Option (right to buy) $41.02 12/18/2012 M 7,000 05/24/2005 05/24/2015 Common Stock 7,000 $0.00 0 D
Non-Qualified Stock Option (right to buy) $42.9 12/18/2012 M 466 06/30/2005 06/30/2015 Common Stock 466 $0.00 0 D
Non-Qualified Stock Option (right to buy) $39.84 12/18/2012 M 502 09/30/2005 09/30/2015 Common Stock 502 $0.00 0 D
Non-Qualified Stock Option (right to buy) $37.98 12/18/2012 M 527 12/30/2005 12/30/2015 Common Stock 527 $0.00 0 D
Non-Qualified Stock Option (right to buy) $39.87 12/18/2012 M 7,000 05/24/2006 05/24/2016 Common Stock 7,000 $0.00 0 D
Non-Qualified Stock Option (right to buy) $38.33 12/18/2012 M 522 05/30/2006 05/30/2016 Common Stock 522 $0.00 0 D
Non-Qualified Stock Option (right to buy) $37.01 12/18/2012 M 540 09/29/2006 09/29/2016 Common Stock 540 $0.00 0 D
Non-Qualified Stock Option (right to buy) $43.44 12/18/2012 M 460 12/29/2006 12/29/2016 Common Stock 460 $0.00 0 D
Non-Qualified Stock Option (right to buy) $20.52 12/18/2012 M 15,719 05/27/2009 05/29/2019 Common Stock 15,719 $0.00 0 D
Non-Qualified Stock Option (right to buy) $26.66 12/18/2012 M 15,000 03/31/2010 03/31/2020 Common Stock 15,000 $0.00 0 D
Explanation of Responses:
1. The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on November 9, 2011.
2. The price in column 4 is a weighted average price. The shares were sold in transactions at prices ranging from $46.83 to $47.1950, inclusive. The reporting person will provide to the issuer, any security holder of the issuer, or the SEC staff, upon request, information regarding the number of shares sold at each price within the range.
Remarks:
/s/ Timothy T. Smith Attorney in Fact for Richard A. Post 12/19/2012
** 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).
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