-----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, Ug9QqOhF0iLKLtTQNNB1/IQtU2iz3wBTvYWlsCE0g+ZritkzuRmqYHRHupGYQisX KtGjO88lTK3IIkj5p2kckw== 0000950103-96-001111.txt : 19961002 0000950103-96-001111.hdr.sgml : 19961002 ACCESSION NUMBER: 0000950103-96-001111 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19961001 SROS: NASD SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: NEXTEL COMMUNICATIONS INC CENTRAL INDEX KEY: 0000824169 STANDARD INDUSTRIAL CLASSIFICATION: RADIO TELEPHONE COMMUNICATIONS [4812] IRS NUMBER: 363939651 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-42889 FILM NUMBER: 96637837 BUSINESS ADDRESS: STREET 1: NEXTEL COMMUNICATIONS, INC. STREET 2: 1505 FARM CREDIT DRIVE CITY: MCLEAN STATE: VA ZIP: 22102 BUSINESS PHONE: (703) 394-3000 MAIL ADDRESS: STREET 1: NEXTEL COMMUNICATIONS, INC. STREET 2: 1505 FARM CREDIT DRIVE CITY: MCLEAN STATE: VA ZIP: 22102 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: COMCAST CORP CENTRAL INDEX KEY: 0000022301 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-CATALOG & MAIL-ORDER HOUSES [5961] IRS NUMBER: 231709202 STATE OF INCORPORATION: PA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 1500 MARKET STREET CITY: PHILADELPHIA STATE: PA ZIP: 19102-2148 BUSINESS PHONE: 215-665-17 MAIL ADDRESS: STREET 1: 1500 MARKET STREET CITY: PHILADELPHIA STATE: PA ZIP: 19102-2148 SC 13D/A 1 ============================================================================== SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 18)* Nextel Communications, Inc. - ------------------------------------------------------------------------------ (Name of Issuer) Class A Common Stock - ------------------------------------------------------------------------------ (Title of Class of Securities) 65332V 10 3 - ------------------------------------------------------------------------------ (CUSIP Number) Stanley S. Wang, Esq. Senior Vice President and General Counsel Comcast Corporation 1500 Market Street, Philadelphia, PA 19102 Tel. No. (215) 665-1700 - ------------------------------------------------------------------------------ (Name, address and telephone number of person authorized to receive notices and communications) September 26, 1996 - ------------------------------------------------------------------------------ (Date of Event Which Requires Filing of this Statement) If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(b)(3) or (4), check the following box: [ ] Check the following box if a fee is being paid with this statement: [ ] (A fee is not required only if the reporting person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of less than five percent of such class.) (See Rule 13d-7.) Note: Six copies of this statement, including all exhibits, should be filed with the Commission. See Rule 13d-1(a) for other parties to whom copies are to be sent. (Continued on following pages) - ------------------ * The remainder of this cover page should 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 disclosures provided in a prior cover page. The information required on 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 that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). CUSIP No. 65332V 10 3 - ------------------------------------------------------------------------------ (1) Names of Reporting Persons S.S. or I.R.S. Identification Nos. of Above Persons COMCAST CORPORATION 23 - 1709202 - ------------------------------------------------------------------------------ (2) Check the Appropriate Box if a Member of a Group (a) [ ] (b) [ ] - ------------------------------------------------------------------------------ (3) SEC Use Only - ------------------------------------------------------------------------------ (4) Source of Funds [ ] - ------------------------------------------------------------------------------ (5) Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) [ ] - ------------------------------------------------------------------------------ (6) Citizenship or Place of Organization Pennsylvania - ------------------------------------------------------------------------------ Number of (7) Sole Voting Power Shares Shares 15,278,469* *See number 12 below Beneficially (8) Shared Voting Power Owned by -0-* *See number 12 below Each Reporting (9) Sole Dispositive Power Person 15,278,469* *See number 12 below With (10) Shared Dispositive Power -0-* *See number 12 below - ------------------------------------------------------------------------------ (11) Aggregate Amount Beneficially Owned by Each Reporting Person 15,278,469* *See number 12 below - ------------------------------------------------------------------------------ (12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares [X] -------------- *Excludes an aggregate of 15,756,050 shares owned by the signatories to a certain Stockholders' Voting Agreement, dated September 14, 1992, as described more fully in Items 2 and 6 of Amendment No. 1 and Item 2 of Amendment No. 2. - ------------------------------------------------------------------------------ (13) Percent of Class Represented by Amount in Row (11) 6.96% - ------------------------------------------------------------------------------ (14) Type of Reporting Person (See Instructions) CO ============================================================================== SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Amendment No. 18) Statement Of COMCAST CORPORATION Pursuant to Section 13(d) of the Securities Exchange Act of 1934 in respect of Nextel Communications, Inc. Reference is made to the Schedule 13D previously filed on August 31, 1992 (the "Original 13D") by Comcast Corporation ("Comcast") relating to Nextel Communications, Inc. (formerly Fleet Call, Inc.) (the "Company"), as amended by Amendment No. 1 thereto filed on September 23, 1992, Amendment No. 2 thereto filed on February 24, 1993, Amendment No. 3 thereto filed on July 28, 1993, Amendment No. 4 thereto filed on March 1, 1994, Amendment No. 5 thereto filed on March 3, 1994, Amendment No. 6 thereto filed on July 18, 1994, Amendment No. 7 thereto filed on August 9, 1994, Amendment No. 8 thereto filed on August 30, 1994, Amendment No. 9 thereto filed on February 3, 1995, Amendment No. 10 thereto filed on April 7, 1995, Amendment No. 11 thereto filed on May 2, 1995, Amendment No. 12 thereto filed on May 19, 1995, Amendment No. 13 thereto filed on July 5, 1995, Amendment No. 14 thereto filed on July 14, 1995, Amendment No. 15 thereto filed on September 13, 1995, Amendment No. 16 thereto filed on February 12, 1996 and Amendment No. 17 thereto filed on June 3, 1996 (such Schedule 13D, as so amended, is hereinafter referred to as the "Schedule 13D"). All capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Schedule 13D. Item 5. Interest in Securities of the Issuer. Item 5 of the Schedule 13D is hereby supplemented and amended to include the following information: Comcast owns 3,278,469 shares Common Stock. Based upon the 209,442,111 shares of Common Stock the Company informed Comcast were outstanding as of June 30, 1996 (excluding shares held in treasury), if Comcast were to exercise in full the portion of the Restated Option exercisable within 60 days hereof for 12,000,000 shares of Common Stock, Comcast would own 15,278,469 shares of Common Stock, representing approximately 6.96% of the outstanding Common Stock (giving effect to such exercise). Comcast has the sole power to vote or dispose of all the shares of Common Stock beneficially owned by Comcast. The 1996 Registration Statement covering 8,848,469 shares of Common Stock was filed by the Company with the Commission and became effective on April 29, 1996. Of the shares covered by the 1996 Registration Statement, Comcast has sold an aggregate of 2,275,000 shares in brokers' transactions executed during the period of June 1, 1996 through September 26, 1996 for an aggregate Net Sales proceeds of $43,413,125. The sales of such shares were made in the amounts, on the dates and at the per share prices set forth below. Number Average Price Date of Shares Per Share - ---- --------- -------------- June 3, 1996 450,000 20.7639 June 4, 1996 350,000 20.7500 June 14, 1996 125,000 21.2500 June 17, 1996 200,000 21.4375 July 2, 1996 100,000 20.3750 July 9, 1996 50,000 19.0000 August 16, 1996 170,000 16.1250 August 21, 1996 100,000 16.0000 August 22, 1996 200,000 16.1875 August 27, 1996 100,000 17.2500 September 12, 1996 100,000 16.8750 September 25, 1996 175,000 17.5536 September 26, 1996 155,000 18.1452 =========== Total 2,275,000 19.0827 Other than as described herein and in the Schedule 13D, Comcast has not effected any transactions in the securities of the Company during the past sixty days, and Comcast is not aware of any other transactions in such securities by any of its executive officers or directors within the past sixty days. Except as amended and supplemented hereby, the information under Item 5 of the Schedule 13D remains as previously reported. 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. Dated: September 26, 1996 COMCAST CORPORATION By: /s/ Arthur R. Block -------------------------------- Name: Arthur R. Block Title: Deputy General Counsel EXHIBIT INDEX Page Number in Exhibit Sequentially Reference Title Numbered Report - --------- ----- --------------- N/A -----END PRIVACY-ENHANCED MESSAGE-----