0001140361-12-004862.txt : 20120201 0001140361-12-004862.hdr.sgml : 20120201 20120201210030 ACCESSION NUMBER: 0001140361-12-004862 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20120130 FILED AS OF DATE: 20120201 DATE AS OF CHANGE: 20120201 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Motorola Mobility Holdings, Inc CENTRAL INDEX KEY: 0001495569 STANDARD INDUSTRIAL CLASSIFICATION: RADIO & TV BROADCASTING & COMMUNICATIONS EQUIPMENT [3663] IRS NUMBER: 272780868 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 600 NORTH US HIGHWAY 45 CITY: LIBERTYVILLE STATE: IL ZIP: 60048 BUSINESS PHONE: 847-576-5000 MAIL ADDRESS: STREET 1: 600 NORTH US HIGHWAY 45 CITY: LIBERTYVILLE STATE: IL ZIP: 60048 FORMER COMPANY: FORMER CONFORMED NAME: Motorola SpinCo Holdings Corp DATE OF NAME CHANGE: 20100629 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ICAHN CARL C CENTRAL INDEX KEY: 0000921669 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-34805 FILM NUMBER: 12564094 BUSINESS ADDRESS: STREET 1: C/O ICAHN ASSOCIATES CORP. STREET 2: 767 FIFTH AVE., SUITE 4700 CITY: NEW YORK STATE: NY ZIP: 10153 BUSINESS PHONE: 212-702-4300 MAIL ADDRESS: STREET 1: C/O ICAHN ASSOCIATES CORP. STREET 2: 767 FIFTH AVE., SUITE 4700 CITY: NEW YORK STATE: NY ZIP: 10153 FORMER NAME: FORMER CONFORMED NAME: ICAHN CARL C ET AL DATE OF NAME CHANGE: 19950612 4 1 doc1.xml FORM 4 X0304 4 2012-01-30 1 0001495569 Motorola Mobility Holdings, Inc MMI 0000921669 ICAHN CARL C C/O ICAHN ASSOCIATES CORP. 767 FIFTH AVE., SUITE 4700 NEW YORK NY 10153 0 0 1 0 Common Stock, par value $0.01 per share ("Shares") 2012-01-30 4 S 0 272856 38.86 D 29919927 I please see all footnotes Shares 2012-01-31 4 S 0 14221 38.82 D 29905706 I please see all footnotes Shares 2012-01-31 4 S 0 763472 38.77 D 29142234 I please see all footnotes Shares 2012-02-01 4 S 0 59156 38.75 D 29083078 I please see all footnotes High River Limited Partnership ("High River") directly beneficially owns 5,816,616 shares of Common Stock ("Shares"), Icahn Partners LP ("Icahn Partners") directly beneficially owns 9,080,035 Shares, Icahn Partners Master Fund LP ("Icahn Master") directly beneficially owns 9,445,255 Shares, Icahn Partners Master Fund II LP ("Icahn Master II") directly beneficially owns 3,293,428 Shares, and Icahn Partners Master Fund III LP ("Icahn Master III") directly beneficially owns 1,447,744 Shares. Barberry Corp. ("Barberry"), is the sole member of Hopper Investments LLC ("Hopper"), which is the general partner of High River. Beckton Corp. ("Beckton") is the sole stockholder of Icahn Enterprises G.P. Inc. ("Icahn Enterprises GP"), which is the general partner of Icahn Enterprises Holdings L.P. ("Icahn Enterprises Holdings"). Icahn Enterprises Holdings is the sole member of IPH GP LLC ("IPH"), which is the general partner of Icahn Capital LP ("Icahn Capital"). Icahn Capital is the general partner of each of Icahn Onshore LP ("Icahn Onshore") and Icahn Offshore LP ("Icahn Offshore"). Icahn Onshore is the general partner of Icahn Partners. Icahn Offshore is the general partner of each of Icahn Master, Icahn Master II and Icahn Master III. Each of Barberry and Beckton is 100 percent owned by Carl C. Icahn. As such, Mr. Icahn is in a position indirectly to determine the investment and voting decisions made by each of High River, Icahn Partners, Icahn Master, Icahn Master II and Icahn Master III. Each of Hopper, Barberry and Mr. Icahn may be deemed to indirectly beneficially own (as that term is defined in Rule 13d-3 under the Securities Exchange Act of 1934, as amended ("Act")) the Shares which High River owns. Each of Hopper, Barberry and Mr. Icahn disclaims beneficial ownership of such Shares except to the extent of their pecuniary interest therein. Each of Icahn Onshore, Icahn Capital, IPH, Icahn Enterprises Holdings, Icahn Enterprises GP, Beckton and Mr. Icahn may be deemed to indirectly beneficially own (as that term is defined in Rule 13d-3 under the Act) the Shares which Icahn Partners owns. Each of Icahn Onshore, Icahn Capital, IPH, Icahn Enterprises Holdings, Icahn Enterprises GP, Beckton and Mr. Icahn disclaims beneficial ownership of such Shares except to the extent of their pecuniary interest therein. 5. Each of Icahn Offshore, Icahn Capital, IPH, Icahn Enterprises Holdings, Icahn Enterprises GP, Beckton and Mr. Icahn may be deemed to indirectly beneficially own (as that term is defined in Rule 13d-3 under the Act) the Shares which each of Icahn Master, Icahn Master II and Icahn Master III owns. Each of Icahn Offshore, Icahn Capital, IPH, Icahn Enterprises Holdings, Icahn Enterprises GP, Beckton and Mr. Icahn disclaims beneficial ownership of such Shares except to the extent of their pecuniary interest therein. CARL C. ICAHN 2012-02-01