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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 | |
Blue Holding Co 2501 MCGEE STREET KANSAS CITY, MO 64108 |
X | |||
Hallmark Cards GmbH 2501 MCGEE STREET KANSAS CITY, MO 64108 |
X |
/s/ Deanne R. Stedem, Vice President, Blue Holding Company, LLC | 04/27/2016 | |
**Signature of Reporting Person | Date | |
/s/ James Shay, Managing Director, Hallmark Cards GmbH | 04/27/2016 | |
**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) | On April 6, 2016, Hallmark Cards GmbH ("HC Germany"), a German company and direct wholly-owned subsidiary of Blue Holding Company, LLC, ("Blue"), a Missouri limited liability, sold 40,000,000 shares (the "Repatriated Shares") of the Issuer's Class A Common Stock, par value $0.01 per share (the "Common Stock"), to Hallmark Cards, Incorporated in exchange for a promissory note issued by Hallmark to HC Germany in the initial principal amount of $202,000,000. |
(2) | As a result of the transfer, HC Germany and Blue are no longer beneficial owners of any shares of Common Stock or of any capital stock of the Issuer. |