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*
Peirce Mary

(Last) (First) (Middle)
9721 SHERRILL BOULEVARD

(Street)
KNOXVILLE TN 37932

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Scripps Networks Interactive, Inc. [ SNI ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
12/01/2015
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
Class A Common Shares, $.01 par value per share 12/01/2015 S 100,000 D $56.8504 (1) 79,997 D
Common Voting Shares, $.01 par value per share 800,000 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
Option $27.01 04/29/2010 04/28/2019 Class A Common 14,571 14,571 D
Option $44.1 04/28/2011 04/27/2018 Class A Common 5,231 5,231 D
Option $51.76 05/18/2012 05/17/2019 Class A Common 4,294 4,294 D
Option $53.38 05/15/2013 05/14/2020 Class A Common 5,096 5,096 D
Option $68.14 05/14/2014 05/13/2021 Class A Common 3,837 3,837 D
Option $75.16 05/13/2015 05/12/2022 Class A Common 4,376 4,376 D
Option $66.71 05/12/2016 05/11/2023 Class A Common 5,162 5,162 D
Restricted Stock Units (2) (3) (3) Class A Common 1,077 1,077 D
Explanation of Responses:
1. Price reported is the average weighted price of shares sold. Shares were sold at varying prices in the range of $56.47- $57.35. The reporting person hereby undertakes, upon request of the Commission, the issuer or a security holder of the issuer, to provide full information regarding the number of shares sold at each separate price.
2. Each restricted stock unit represents a contingent right to receive one SNI Class A Common Share.
3. The restricted stock units are payable within 30 days after 5/12/16.
Remarks:
The reporting person may be deemed to have shared voting power with respect to more than 10% of the Class A Common Shares of the Issuer (due solely to the convertibility of Common Voting Shares of the Company into Class A Common Shares on a share-for-share basis) due to the voting provisions of the Scripps Family Agreement dated October 15, 1992, as amended, to which the reporting person is a party. The reporting person filed a Schedule 13D with the Commission on January 24, 2013, as amended March 18, 2013, September 20, 2013, April 1, 2014, July 7, 2014, October 10, 2014, January 14, 2015, June 5, 2015 and October 1, 2015.
/s/ Cynthia L. Gibson, Attorney-in-fact for Mary Peirce 12/02/2015
** 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.