Nancy R. Phillips - 24 Dec 2024 Form 4 Insider Report for Paramount Global (PARA)

Role
EVP, Chief People Officer
Signature
/s/ Caryn K. Groce, Attorney-in-Fact for Nancy Phillips
Issuer symbol
PARA
Transactions as of
24 Dec 2024
Net transactions value
-$259,771
Form type
4
Filing time
27 Dec 2024, 17:07:05 UTC
Previous filing
03 Dec 2024
Next filing
28 Jan 2025
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction PARAA,PARA Class B common stock Options Exercise $0 +21,019 +31% $0.000000 89,331 24 Dec 2024 Direct F1, F2
transaction PARAA,PARA Class B common stock Options Exercise $0 +11,275 +13% $0.000000 100,606 24 Dec 2024 Direct F1, F3
transaction PARAA,PARA Class B common stock Options Exercise $0 +10,492 +10% $0.000000 111,098 24 Dec 2024 Direct F1, F4
transaction PARAA,PARA Class B common stock Options Exercise $0 +6,044 +5.4% $0.000000 117,142 24 Dec 2024 Direct F1, F5
transaction PARAA,PARA Class B common stock Tax liability $259,771 -24,930 -21% $10.42 92,212 24 Dec 2024 Direct F6

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction PARAA,PARA Restricted Share Units Options Exercise $0 -6,044 -50% $0.000000 6,045 24 Dec 2024 Class B common stock 6,044 Direct F1, F5, F7
transaction PARAA,PARA Restricted Share Units Options Exercise $0 -11,275 -50% $0.000000 11,275 24 Dec 2024 Class B common stock 11,275 Direct F1, F3, F7
transaction PARAA,PARA Restricted Share Units Options Exercise $0 -21,019 -33% $0.000000 42,037 24 Dec 2024 Class B common stock 21,019 Direct F1, F2, F7
transaction PARAA,PARA Restricted Share Units Options Exercise $0 -10,492 -33% $0.000000 20,983 24 Dec 2024 Class B common stock 10,492 Direct F1, F4, F7
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Reflects accelerated vesting of Restricted Share Units ("RSUs"), which were otherwise scheduled to vest in 2025, to mitigate the potential impact to the Issuer and the Reporting Person of Sections 280G and 4999 of the Internal Revenue Code of 1986, as amended, in connection with the pending transactions among the Issuer, Skydance Media, LLC and other parties.
F2 The shares identified in Table I were issued on December 24, 2024, upon vesting of the first of three installments of the RSUs identified in Table II, which were initially granted on March 1, 2024. On December 24, 2024, the closing price of the Class B common stock on The NASDAQ Global Select Market was $10.42 per share.
F3 The shares identified in Table I were issued on December 24, 2024, upon the vesting of the second of three installments of the RSUs identified in Table II, which were initially granted on March 1, 2023. On December 24, 2024, the closing price of the Class B common stock on The NASDAQ Global Select Market was $10.42 per share.
F4 The shares identified in Table I were issued on December 24, 2024, upon vesting of the first of three installments of the RSUs identified in Table II, which were initially granted on June 12, 2024. On December 24, 2024, the closing price of the Class B common stock on The NASDAQ Global Select Market was $10.42 per share.
F5 The shares identified in Table I were issued on December 24, 2024, upon vesting of the third of four installments of the RSUs identified in Table II, which were initially granted on March 1, 2022. On December 24, 2024, the closing price of the Class B common stock on The NASDAQ Global Select Market was $10.42 per share.
F6 These shares were withheld by the Issuer to satisfy tax liability incident to the vesting of, and delivery of shares underlying, the RSUs, and were not actually sold or otherwise disposed of in an open-market transaction.
F7 Granted under the Issuer's long-term incentive plan for no consideration.