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*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
A. H. Belo CORP [ AHC ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 12/04/2009 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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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) | 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 | ||||||
Series B Common Stock | 12/04/2009 | M | 40,000 | A | $2.05 | 45,725 | D | |||
Series B Common Stock(1) | 12/04/2009 | C | 40,000 | D | $0(2) | 5,725 | D | |||
Series A Common Stock(1) | 12/04/2009 | C | 40,000 | A | $0(2) | 50,855 | D | |||
Series A Common Stock | 12/04/2009 | S | 40,000 | D | $4.2765(9) | 10,855 | D | |||
Series A Common Stock | 960 | I | By Spouse(3) | |||||||
Series B Common Stock | 320 | I | By Spouse(3) | |||||||
Series B Common Stock | 10,420 | I | By Marital LP(4) | |||||||
Series A Common Stock | 59,730 | I | By Father's Estate(5) | |||||||
Series A Common Stock | 11,129 | I | By Family LP(6) | |||||||
Series B Common Stock | 470,055 | I | By Family LP(6) | |||||||
Series A Common Stock | 991 | I | By 401k Account(7) |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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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 | ||||||||
Employee Stock Option (Right to Buy) | $2.05 | 12/04/2009 | M | 40,000 | (8) | 12/03/2018 | Series B Common Stock | 40,000 | $0 | 60,000 | D |
Explanation of Responses: |
1. Series B Common Stock is converted into Series A Common Stock upon transfer to other than a "permitted Transferee" as defined in the Issuer's Certificate of Incorporation. |
2. No consideraton; converted on a share-for-share basis. |
3. The reporting person disclaims beneficial ownership of these securities. |
4. Shares are held by a limited partnership of which the reporting person is a general partner and of which the reporting person's spouse is a limited partner and a general partner. |
5. The reporting person is the executor of the Estate of James M. Moroney, Jr., the owner of the reported securities. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein. |
6. The reporting person is the managing general partner of the family partnership that owns the reported securities. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein. |
7. Held by the A. H. Belo Savings Plan as of November 30, 2009. |
8. These options became exercisable as to 40,000 shares on 12/3/2009; the remaining options become exercisable as to 30,000 shares on 12/3/2010 and as to 30,000 shares on 12/3/2011. |
9. Represents the average sale price per share. Shares sold in the open market as follows: 11,500 shares @ $4.17 per share; 12,000 shares @ $4.18 per share; 2,000 shares @ $4.19 per share; 2,000 shares @ $4.31 per share; 1,000 shares @ $4.32 per share; 3,500 shares @ $4.34 per share; 3,500 shares @ $4.46 per share; 1,000 shares @ $4.52 per share; 1,000 shares @ $4.58 per share; and, 2,500 shares @ $4.69 per share. |
Kay F. Stockler, Attorney-in-Fact | 12/07/2009 | |
** 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 Number. |