Statement of Changes in Beneficial Ownership (4)
January 04 2023 - 5:02PM
Edgar (US Regulatory)
FORM 4
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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).
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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
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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
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REDSTONE SHARI |
2. Issuer Name and Ticker or Trading Symbol
Paramount Global
[
PARAA,PARA
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below)
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(Last)
(First)
(Middle)
1515 BROADWAY |
3. Date of Earliest Transaction
(MM/DD/YYYY)
1/1/2023 |
(Street)
NEW YORK, NY 10036
(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 B common stock | 1/1/2023 | | A | | 1195.0000 (1) | A | $0.0000 (1) | 379732.0000 (2) | D | |
Class B common stock | | | | | | | | 10525.0000 (3) | I | By GRAT |
Class B common stock | | | | | | | | 34423.0000 | I | By GRAT 3 |
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) | 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 | 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 of Derivative Security: 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 |
Phantom Class A Common Stock Units | (4) | 1/1/2023 | | A | | 2361.0000 | | (4) | (4) | Class A common stock | 2361.0000 | $19.6100 | 37365.0000 | D | |
Phantom Class B Common Stock Units | (4) | 1/1/2023 | | A | | 2743.0000 | | (4) | (4) | Class B common stock | 2743.0000 | $16.8800 | 39929.0000 | D | |
Explanation of Responses: |
(1) | Represents the regular quarterly crediting of vested Restricted Share Units with a fair market value equal to the amount of cash dividends in such quarter attributable to previously vested Restricted Share Units. On December 30, 2022, the last business day preceding January 1, 2023, the closing price of the Issuer's Class B common stock on The NASDAQ Global Select Market was $16.88 per share. |
(2) | Reflects that, since her last ownership report, Reporting Person received 17,000 shares from one of her grantor retained annuity trusts ("GRAT") as an annuity payment and now reports "direct" beneficial ownership of those shares. Also includes shares acquired periodically pursuant to a dividend reinvestment program meeting the requirements of Rule 16a-11. |
(3) | Reflects that, since her last ownership report, Reporting Person received 17,000 shares from one of her GRATs as an annuity payment and now reports "direct" beneficial ownership of those shares. |
(4) | Reporting Person has elected to defer payment of Board/Committee fees, as applicable, pursuant to the Issuer's deferred compensation arrangement for directors. Deferred amounts (as well as any cash dividends credited to the account during the previous quarter) are deemed invested at the beginning of each calendar quarter into Phantom Class A Common Stock Units and Phantom Class B Common Stock Units based on the closing market price of the Issuer's Class A Common Stock and Class B Common Stock, as applicable, on the day of the deemed investment. The cash value of the Phantom Common Stock Units is paid out after the Reporting Person's retirement from the Board. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
REDSTONE SHARI 1515 BROADWAY NEW YORK, NY 10036 | X |
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Signatures
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/s/ Christa A. D'Alimonte, Attorney-in-Fact for Shari Redstone | | 1/4/2023 |
**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. |
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