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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
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. | SEC 1474 (9-02) |
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 Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
GOLDSMITH RUSSELL D 400 N. ROXBURY DRIVE BEVERLY HILLS, CA 90210 |
X | President and CEO |
Russell D. Goldsmith | 05/06/2013 | |
**Signature of Reporting Person | Date |
* | 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). |
(1) | Distribution for no consideration from MKB Co. Ltd. ("MKB") to the members of MKB. MKB is a limited liability company co-managed by the spouse of reporting person and its members include reporting person's spouse and Nate Mack, L.L.C. Following the reported transaction, MKB no longer holds any issuer shares. MKB distributed 750 shares for no consideration to its member Nate Mack, L.L.C., a limited liability company of which reporting person's spouse is the manager and in which reporting person has an indirect reportable pecuniary interest. MKB distributed the remaining issuer shares to three trusts in which reporting person has no pecuniary interest and is not a trustee, including the transfer of reporting person's spouse's proportional interest in the issuer shares held as the separate property of reporting person's spouse to her living trust where she serves as sole trustee and over which reporting person has no investment control and no reportable interest. |
(2) | Shares held in the reporting person's City National Corporation Profit Sharing Plan as of May 6, 2013. |
(3) | The reporting person disclaims beneficial ownership of these securities and the shares held by his spouse directly in her own name or indirectly through other parties, including her living trust. This report shall not be deemed an admission that the reporting person is the beneficial owner of the securities, for purposes of Section 16 or for any other purpose. |