Annual Statement of Changes in Beneficial Ownership (5)
February 14 2023 - 5:30PM
Edgar (US Regulatory)
FORM 5
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
[ ]
Form 3 Holdings Reported
[ ]
Form 4 Transactions Reported |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
ANNUAL STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
|
OMB APPROVAL
OMB Number:
3235-0362
Estimated average burden
hours per response...
1.0
|
|
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
|
|
|
1. Name and Address of Reporting Person
*
Adelson Miriam | 2. Issuer Name and Ticker or Trading SymbolLAS VEGAS SANDS CORP [LVS] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
|
|
(Last)
(First)
(Middle)
5500 HAVEN STREET | 3. Statement for Issuer's Fiscal Year Ended (MM/DD/YYYY)
12/31/2022 |
|
(Street)
LAS VEGAS, NV 89119
(City)
(State)
(Zip)
| 4. If Amendment, Date Original Filed(MM/DD/YYYY)
| 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. Trans. Date | 2A. Deemed Execution Date, if any | 3. Trans. 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) |
| Amount | (A) or (D) | Price |
| Common Stock | 8/30/2022 | | G (1) | 15000000 | D | $0.00 | 34010540 (2) | I | By Trust K for the benefit of one or more members of the Adelson family |
| Common Stock | 8/30/2022 | | G (1) | 15000000 | A | $0.00 | 74814992 | D | |
| Common Stock | 8/31/2022 | | G (1) | 15000000 | D | $0.00 | 59814992 | D | |
| Common Stock | 8/31/2022 | | G (1) | 15000000 | A | $0.00 | 15000000 (2) | I | By Trust H for the benefit of one or more members of the Adelson family |
| Common Stock | 9/15/2022 | | G (1) | 3941600 | D | $0.00 | 5058400 (2) | I | By Trust D for the benefit of one or more members of the Adelson family |
| Common Stock | 9/15/2022 | | G (1) | 3941600 | A | $0.00 | 63756592 | D | |
| Common Stock | 12/15/2022 | | G (1) | 3461000 | D | $0.00 | 6539000 (2) | I | By Trust E for the benefit of one or more members of the Adelson family |
| Common Stock | 12/15/2022 | | G (1) | 3461000 | A | $0.00 | 67217592 | D | |
| Common Stock | 12/16/2022 | | G (1) | 10000000 | D | $0.00 | 57217592 | D | |
| Common Stock | 12/16/2022 | | G (1) | 10000000 | A | $0.00 | 10000000 (2) | I | By Trust I for the benefit of one or more members of the Adelson family |
| Common Stock | | | | | | | 12566710 (2) | I | By an Adelson family investment vehicle. |
| Common Stock | | | | | | | 186449105 (2) | I | By family member or trusts for benefit of one or more Adelson family members not reported above |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
|
1. Title of Derivate Security
(Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. 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
(MM/DD/YYYY) | 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 at End of Issuer's Fiscal Year
(Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4) | 11. Nature of Indirect Beneficial Ownership
(Instr. 4) |
| (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
| Option (Right to Buy) | $75.26 | 8/25/2022 | | W (3) | | 55169 | (4) | 1/27/2024 | Common Stock | 55169 | $0.00 | 0 | I | By Estate of Sheldon G. Adelson |
| Option (Right to Buy) | $40.87 | 8/25/2022 | | W (3) | | 77991 | (4) | 1/25/2026 | Common Stock | 77991 | $0.00 | 0 | I | By Estate of Sheldon G. Adelson |
| Option (Right to Buy) | $55.47 | 8/25/2022 | | W (3) | | 102412 | (4) | 1/22/2027 | Common Stock | 102412 | $0.00 | 0 | I | By Estate of Sheldon G. Adelson |
| Option (Right to Buy) | $63.26 | 8/25/2022 | | W (3) | | 115606 | (4) | 9/5/2027 | Common Stock | 115606 | $0.00 | 0 | I | By Estate of Sheldon G. Adelson |
| Option (Right to Buy) | $75.18 | 8/25/2022 | | W (3) | | 81234 | (4) | 2/1/2028 | Common Stock | 81234 | $0.00 | 0 | I | By Estate of Sheldon G. Adelson |
| Option (Right to Buy) | $59.89 | 8/25/2022 | | W (3) | | 129701 | (4) | 1/31/2029 | Common Stock | 129701 | $0.00 | 0 | I | By Estate of Sheldon G. Adelson |
| Option (Right to Buy) | $65.31 | 8/25/2022 | | W (3) | | 132625 | (4) | 1/30/2030 | Common Stock | 132625 | $0.00 | 0 | I | By Estate of Sheldon G. Adelson |
| Option (Right to Buy) | $75.26 | 8/25/2022 | | W (3) | 55169 | | (4) | 1/27/2024 | Common Stock | 55169 | $0.00 | 55169 (2) | I | By Trust J for the benefit of one or more members of the Adelson family |
| Option (Right to Buy) | $40.87 | 8/25/2022 | | W (3) | 77991 | | (4) | 1/25/2026 | Common Stock | 77991 | $0.00 | 77991 (2) | I | By Trust J for the benefit of one or more members of the Adelson family |
| Option (Right to Buy) | $55.47 | 8/25/2022 | | W (3) | 102412 | | (4) | 1/22/2027 | Common Stock | 102412 | $0.00 | 102412 (2) | I | By Trust J for the benefit of one or more members of the Adelson family |
| Option (Right to Buy) | $63.26 | 8/25/2022 | | W (3) | 115606 | | (4) | 9/5/2027 | Common Stock | 115606 | $0.00 | 115606 (2) | I | By Trust J for the benefit of one or more members of the Adelson family |
| Option (Right to Buy) | $75.18 | 8/25/2022 | | W (3) | 81234 | | (4) | 2/1/2028 | Common Stock | 81234 | $0.00 | 81234 (2) | I | By Trust J for the benefit of one or more members of the Adelson family |
| Option (Right to Buy) | $59.89 | 8/25/2022 | | W (3) | 129701 | | (4) | 1/31/2029 | Common Stock | 129701 | $0.00 | 129701 (2) | I | By Trust J for the benefit of one or more members of the Adelson family |
| Option (Right to Buy) | $65.31 | 8/25/2022 | | W (3) | 132625 | | (4) | 1/30/2030 | Common Stock | 132625 | $0.00 | 132625 (2) | I | By Trust J for the benefit of one or more members of the Adelson family |
| Explanation of Responses: |
| (1) | The shares were transferred for no consideration among one or more members of or trusts for the benefit of the Adelson family. |
| (2) | Represents indirect ownership immediately following the transaction. |
| (3) | Represents a transfer from the Estate of Sheldon G. Adelson, of which the reporting person is the executor. |
| (4) | These options are fully vested. |
Remarks:
Due to the limitation on the number of transactions that can be reported on a single Form 5, this Form 5 is the second of three being filed by the reporting person on the date hereof. |
Reporting Owners
|
| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
Adelson Miriam
5500 HAVEN STREET
LAS VEGAS, NV 89119 |
| X |
|
|
Signatures
|
| /s/ Miriam Adelson | | 2/14/2023 |
| **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). |
| Note: | File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. |
| 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. |
Las Vegas Sands (NYSE:LVS)
Historical Stock Chart
From Mar 2024 to Apr 2024
Las Vegas Sands (NYSE:LVS)
Historical Stock Chart
From Apr 2023 to Apr 2024
