Statement of Changes in Beneficial Ownership (4)
March 24 2015 - 11:01AM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
Estimated average burden
hours per response...
0.5
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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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1. Name and Address of Reporting Person
*
BURKE STEPHEN B
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2. Issuer Name
and
Ticker or Trading Symbol
COMCAST CORP
[
CMCSA
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director
_____ 10% Owner
__
X
__ Officer (give title below)
_____ Other (specify below)
Executive Vice President
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(Last)
(First)
(Middle)
ONE COMCAST CENTER
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3. Date of Earliest Transaction
(MM/DD/YYYY)
3/20/2015
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(Street)
PHILADELPHIA, PA 19103
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_
X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Class A Common Stock
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3/20/2015
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M
(1)
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500000.0000
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A
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$18.3400
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755762.0000
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D
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Class A Common Stock
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3/20/2015
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M
(1)
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138000.0000
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A
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$14.5400
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893762.0000
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D
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Class A Common Stock
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3/20/2015
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M
(1)
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43840.0000
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A
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$25.4400
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937602.0000
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D
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Class A Common Stock
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3/20/2015
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M
(1)
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32120.0000
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A
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$18.9800
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969722.0000
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D
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Class A Common Stock
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3/20/2015
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M
(1)
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30240.0000
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A
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$17.5000
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999962.0000
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D
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Class A Common Stock
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3/20/2015
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F
(1)
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20655.0000
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D
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$58.9600
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979307.0000
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D
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Class A Common Stock
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3/20/2015
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F
(1)
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22302.0000
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D
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$58.9750
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957005.0000
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D
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Class A Common Stock
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3/20/2015
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F
(1)
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32599.0000
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D
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$59.0100
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924406.0000
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D
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Class A Common Stock
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3/20/2015
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F
(1)
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91131.0000
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D
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$58.9800
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833275.0000
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D
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Class A Common Stock
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3/20/2015
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S
(1)
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155451.0000
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D
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$59.2600
(2)
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677824.0000
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D
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Class A Common Stock
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3/20/2015
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F
(1)
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344549.0000
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D
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$59.1100
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333275.0000
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D
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Class A Common Stock
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3/22/2015
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M
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17145.0000
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A
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$0.0000
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350420.0000
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D
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Class A Common Stock
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3/22/2015
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F
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9436.0000
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D
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$59.4500
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340984.0000
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D
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Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3)
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2. Conversion or Exercise Price of Derivative Security
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3. Trans. Date
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3A. Deemed Execution Date, if any
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4. Trans. Code
(Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
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8. Price of Derivative Security
(Instr. 5)
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
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11. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Option to Purchase
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$59.4500
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3/20/2015
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A
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453800.0000
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(3)
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3/19/2025
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Class A Common Stock
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453800.0000
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$0.0000
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453800.0000
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D
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Option to Purchase
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$18.3400
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3/20/2015
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M
(1)
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500000.0000
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(4)
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3/25/2020
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Class A Common Stock
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500000.0000
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$0.0000
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433000.0000
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D
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Option to Purchase
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$17.5000
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3/20/2015
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M
(1)
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30240.0000
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3/10/2007
(4)
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3/9/2016
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Class A Common Stock
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30240.0000
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$0.0000
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30240.0000
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D
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Option to Purchase
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$25.4400
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3/20/2015
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M
(1)
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43840.0000
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3/16/2008
(4)
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3/15/2017
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Class A Common Stock
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43840.0000
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$0.0000
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43840.0000
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D
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Option to Purchase
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$14.5400
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3/20/2015
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M
(1)
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138000.0000
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3/27/2010
(4)
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3/26/2019
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Class A Common Stock
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138000.0000
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$0.0000
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230000.0000
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D
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Option to Purchase
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$18.9800
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3/20/2015
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M
(1)
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32120.0000
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3/28/2009
(4)
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3/27/2018
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Class A Common Stock
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32120.0000
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$0.0000
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128480.0000
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D
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Restricted Stock Units
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$0.0000
(5)
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3/20/2015
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A
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106820.0000
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(6)
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(6)
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Class A Common Stock
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106820.0000
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$0.0000
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145608.0000
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D
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Restricted Stock Units
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$0.0000
(5)
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3/22/2015
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M
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17145.0000
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(7)
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(7)
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Class A Common Stock
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17145.0000
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$0.0000
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128463.0000
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D
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Explanation of Responses:
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(
1)
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Transaction was effected pursuant to a Rule 10b5-1 trading plan.
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(
2)
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This transaction was executed in multiple trades at prices ranging from $58.890 to $59.515. The price reported above reflects the weighted-average price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transactions were effected.
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(
3)
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The options were granted on March 20, 2015 and become exercisable as follows: 30% becomes exercisable on the 2nd anniversary of the date of grant; an additional 15% on each of the 3rd, 4th and 5th anniversaries of the date of grant; and an additional 5% on each of the 6th, 7th, 8th, 9th and 9.5th anniversaries of the date of grant.
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(
4)
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With respect to the number of shares set forth in Column 7, this option is immediately exercisable.
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(
5)
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Each restricted stock unit represents a contigent right to receive one share of Class A Common Stock.
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(
6)
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The restricted stock units vest in installments of 15%, 15%, 15%, 15% and 40% on the 13th-month, 2nd, 3rd, 4th and 5th anniversaries of the date of grant (March 20, 2015), respectively.
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(
7)
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These restricted stock units vest on the transaction date.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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BURKE STEPHEN B
ONE COMCAST CENTER
PHILADELPHIA, PA 19103
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Executive Vice President
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Signatures
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Arthur R. Block, Attorney-in-fact
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3/23/2015
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 4(b)(v).
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**
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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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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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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 control number.
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