X0306 4 2014-02-07 0001105705 TIME WARNER INC. TWX 0001237444 CAPPUCCIO PAUL T ONE TIME WARNER CENTER NEW YORK NY 10019-8016 1 EVP and General Counsel Common Stock, Par Value $.01 2014-02-07 4 M 0 37451 0 A 99418 D Common Stock, Par Value $.01 2014-02-07 4 F 0 18613 63.91 D 80805 D Common Stock, Par Value $.01 2014-02-07 4 M 0 10277 0 A 91082 D Common Stock, Par Value $.01 2014-02-07 4 F 0 5736 63.91 D 85346 D Common Stock, Par Value $.01 2014-02-08 4 M 0 10330 0 A 95676 D Common Stock, Par Value $.01 2014-02-08 4 F 0 5766 63.91 D 89910 D Common Stock, Par Value $.01 267 I By Savings Plan Performance Stock Units 2014-02-07 4 M 0 37451 0 D 2014-02-07 2014-02-07 Common Stock, Par Value $.01 37451 0 D Restricted Stock Units 2014-02-07 4 M 0 10277 0 D Common Stock, Par Value $.01 10277 64272 D Restricted Stock Units 2014-02-08 4 M 0 10330 0 D Common Stock, Par Value $.01 10330 53942 D On February 7, 2011, the Reporting Person was awarded 20,555 target performance stock units ("PSUs") with a three-year performance period ending December 31, 2013. As previously reported on a Form 4 (filed with the SEC on January 31, 2014), on January 29, 2014, the Compensation & Human Development Committee approved a payout of 182.2% of the target PSUs in accordance with the performance standards set in 2011, based on the Issuer's relative total stockholder return for the performance period being at the 91st percentile of the companies in the S&P 500. On February 7, 2014, the Reporting Person acquired 37,451 shares of common stock upon the vesting of those PSUs. Each PSU represents a contingent right to receive one share of common stock. The Reporting Person received one share of common stock for each PSU that vested. Payment of tax liability by withholding shares of common stock incident to the vesting of PSUs or restricted stock units ("RSUs") in accordance with Rule 16b-3 of the Securities Exchange Act of 1934. Shares of common stock acquired upon the vesting of RSUs awarded on February 7, 2011. Each RSU represents a contingent right to receive one share of common stock. The Reporting Person received one share of common stock for each RSU that vested. Shares of common stock acquired upon the vesting of RSUs awarded on February 8, 2010. The Time Warner Savings Plan, a qualified employee benefit plan (the "Savings Plan"). Includes shares of common stock acquired through the reinvestment of dividends paid on the common stock held by the Savings Plan. These RSUs vest in two equal installments on the third and fourth anniversaries of their date of grant, February 7, 2011. These RSUs vest in two equal installments on the third and fourth anniversaries of their dates of grant, February 8, 2010, February 7, 2011, February 15, 2012 and February 15, 2013. These RSUs vest in two equal installments on the third and fourth anniversaries of their date of grant, February 8, 2010. These RSUs vest in two equal installments on the third and fourth anniversaries of their dates of grant, February 7, 2011, February 15, 2012 and February 15, 2013. By: Brenda C. Karickhoff for Paul T. Cappuccio 2014-02-10