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*
SOROS GEORGE

(Last) (First) (Middle)
888 SEVENTH AVENUE
33RD FLOOR

(Street)
NEW YORK NY 10106

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
JETBLUE AIRWAYS CORP [ JBLU ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
12/08/2004
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 12/08/2004 S 6,800 D $24.05 17,554,045 I See Footnotes(1)(2)(3)(4)
Common Stock 12/08/2004 S 1,500 D $24.0502 17,552,545 I See Footnotes(1)(2)(3)(4)
Common Stock 12/08/2004 S 880 D $24.0523 17,551,665 I See Footnotes(1)(2)(3)(4)
Common Stock 12/08/2004 S 2,650 D $24.0526 17,549,015 I See Footnotes(1)(2)(3)(4)
Common Stock 12/08/2004 S 1,500 D $24.0527 17,547,515 I See Footnotes(1)(2)(3)(4)
Common Stock 12/08/2004 S 261 D $24.0542 17,547,254 I See Footnotes(1)(2)(3)(4)
Common Stock 12/08/2004 S 1,033 D $24.0545 17,546,221 I See Footnotes(1)(2)(3)(4)
Common Stock 12/08/2004 S 1,260 D $24.0592 17,544,961 I See Footnotes(1)(2)(3)(4)
Common Stock 12/08/2004 S 2,900 D $24.06 17,542,061 I See Footnotes(1)(2)(3)(4)
Common Stock 12/08/2004 S 1,100 D $24.0618 17,540,961 I See Footnotes(1)(2)(3)(4)
Common Stock 12/08/2004 S 1,890 D $24.0652 17,539,071 I See Footnotes(1)(2)(3)(4)
Common Stock 12/08/2004 S 100 D $24.07 17,538,971 I See Footnotes(1)(2)(3)(4)
Common Stock 12/08/2004 S 1,020 D $24.0702 17,537,951 I See Footnotes(1)(2)(3)(4)
Common Stock 12/08/2004 S 1,300 D $24.0731 17,536,651 I See Footnotes(1)(2)(3)(4)
Common Stock 12/08/2004 S 100 D $24.08 17,536,551 I See Footnotes(1)(2)(3)(4)
Common Stock 12/08/2004 S 1,000 D $24.09 17,535,551 I See Footnotes(1)(2)(3)(4)
Common Stock 12/08/2004 S 3,740 D $24.0978 17,531,811 I See Footnotes(1)(2)(3)(4)
Common Stock 12/08/2004 S 1,800 D $24.0994 17,530,011 I See Footnotes(1)(2)(3)(4)
Common Stock 12/08/2004 S 1,200 D $24.1008 17,528,811 I See Footnotes(1)(2)(3)(4)
Common Stock 12/08/2004 S 1,300 D $24.1015 17,527,511 I See Footnotes(1)(2)(3)(4)
Common Stock 12/08/2004 S 600 D $24.105 17,526,911 I See Footnotes(1)(2)(3)(4)
Common Stock 12/08/2004 S 2,100 D $24.1071 17,524,811 I See Footnotes(1)(2)(3)(4)
Common Stock 12/08/2004 S 110 D $24.1082 17,524,701 I See Footnotes(1)(2)(3)(4)
Common Stock 12/08/2004 S 1,700 D $24.11 17,523,001 I See Footnotes(1)(2)(3)(4)
Common Stock 12/08/2004 S 2,750 D $24.12 17,520,251 I See Footnotes(1)(2)(3)(4)
Common Stock 12/08/2004 S 1,572 D $24.13 17,518,679 I See Footnotes(1)(2)(3)(4)
Common Stock 12/08/2004 S 1,100 D $24.14 17,517,579 I See Footnotes(1)(2)(3)(4)
Common Stock 12/08/2004 S 1,100 D $24.155 17,516,479 I See Footnotes(1)(2)(3)(4)
Common Stock 12/08/2004 S 1,250 D $24.16 17,515,229(5) I See Footnotes(1)(2)(3)(4)
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
Explanation of Responses:
1. Each of the transactions in the Issuer's common shares, $0.01 par value per share ("Common Stock"), reported herein was effected in the form of a single trade or a group of trades at the same sale price, portions of which were allocated among the accounts of QIP, SFMD and OSI (each as defined below).
2. Of each trade, approximately 66.69% of the amount of Common Stock reported herein was allocated to the account of Quantum Industrial Partners LDC, an exempted limited duration company formed under the laws of the Cayman Islands ("QIP"). QIH Management Investor, L.P., an investment advisory firm organized as a Delaware limited partnership ("QIHMI"), is a minority shareholder of, and is vested with investment discretion with respect to portfolio assets held for the account of, QIP. The sole general partner of QIHMI is QIH Management LLC, a Delaware limited liability company ("QIH Management"). Soros Fund Management LLC, a Delaware limited liability company ("SFM"), is the sole managing member of QIH Management. The Reporting Person is the Chairman of SFM and, in such capacity, may be deemed to have voting and dispositive power over securities held for the account of QIP.
3. Of each trade, approximately 10.61% of the amount of Common Stock reported herein was allocated to the account of SFM Domestic Investments LLC , a Delaware limited liability company ("SFMD"). The Reporting Person is the sole managing member of SFMD and, in such capacity, may be deemed to have voting and dispositive power over securities held for the account of SFMD.
4. Of each trade, approximately 22.70% of the amount of Common Stock reported herein was allocated to the account of Open Society Institute ("OSI"), a New York Trust. The Reporting Person serves as a trustee of OSI.
5. Of the 17,515,229 shares of Common Stock reported herein, (i) 11,680,225 shares of Common Stock are held for the account of QIP, (ii) 1,858,928 shares of Common Stock are held for the account of SFMD and (iii) 3,976,076 shares of Common Stock are held for the account of OSI.
Remarks:
The filing of this statement shall not be deemed an admission that the Reporting Person is the beneficial owner of any securities not held directly for his account for purposes of Section 16 of the Securities Act of 1934, as amended, or otherwise.
John F. Brown, as Attorney-in-Fact for Mr. George Soros 12/10/2004
** 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).
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