Statement of Changes in Beneficial Ownership (4)
September 21 2017 - 5:56PM
Edgar (US Regulatory)
FORM 4
[ ]
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
Estimated average burden
hours per response...
0.5
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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
*
PERELMAN RONALD O
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2. Issuer Name
and
Ticker or Trading Symbol
REVLON INC /DE/
[
REV
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__
X
__ Director
__
X
__ 10% Owner
_____ Officer (give title below)
_____ Other (specify below)
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(Last)
(First)
(Middle)
35 EAST 62ND STREET
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3. Date of Earliest Transaction
(MM/DD/YYYY)
9/19/2017
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(Street)
NEW YORK, NY 10065
(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 A Common Stock
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9/19/2017
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P
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37130
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A
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$15.9508
(1)
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43846285
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I
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See footnote 5
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Class A Common Stock
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9/19/2017
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P
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252645
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A
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$16.795
(2)
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44098930
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I
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See footnote 5
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Class A Common Stock
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9/20/2017
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P
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159383
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A
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$17.7546
(3)
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44258313
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I
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See footnote 5
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Class A Common Stock
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9/21/2017
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P
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175993
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A
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$18.1133
(4)
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44434306
(5)
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I
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See footnote 5
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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)
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2. Conversion or Exercise Price of Derivative Security
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3. Trans. Date
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3A. Deemed Execution Date, if any
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4. Trans. Code
(Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
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8. Price of Derivative Security
(Instr. 5)
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
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11. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Explanation of Responses:
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(1)
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The reported transactions were executed in multiple trades. The purchase price of $15.9508 reported in Column 4 is the weighted average purchase price for the 37,130 shares acquired by the Reporting Person within a range of $15.85 to $16.00 per share. The Reporting Person hereby undertakes to provide to the Staff of the SEC, the Issuer or any security holder of the Issuer, upon request, full information regarding the number of shares acquired at each separate price within the price range noted above.
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(2)
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The reported transactions were executed in multiple trades. The purchase price of $16.795 reported in Column 4 is the weighted average purchase price for the 252,645 shares acquired by the Reporting Person within a range of $16.05 to $17.00 per share. The Reporting Person hereby undertakes to provide to the Staff of the SEC, the Issuer or any security holder of the Issuer, upon request, full information regarding the number of shares acquired at each separate price within the price range noted above.
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(3)
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The reported transactions were executed in multiple trades. The purchase price of $17.7546 reported in Column 4 is the weighted average purchase price for the 159,383 shares acquired by the Reporting Person within a range of $17.00 to $18.00 per share. The Reporting Person hereby undertakes to provide to the Staff of the SEC, the Issuer or any security holder of the Issuer, upon request, full information regarding the number of shares acquired at each separate price within the price range noted above.
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(4)
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The reported transactions were executed in multiple trades. The purchase price of $18.1133 reported in Column 4 is the weighted average purchase price for the 175,993 shares acquired by the Reporting Person within a range of $17.80 to $18.50 per share. The Reporting Person hereby undertakes to provide to the Staff of the SEC, the Issuer or any security holder of the Issuer, upon request, full information regarding the number of shares acquired at each separate price within the price range noted above.
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(5)
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Of the 44,434,306 shares of Class A Common Stock reported herein, (i) 39,872,696 shares of Class A Common Stock are owned by MacAndrews & Forbes Incorporated ("M&F"), of which Ronald O. Perelman is the sole stockholder, or its wholly-owned subsidiaries; (ii) 4,546,352 shares of Class A Common Stock are owned by Perelman Trust Company, LLC, over which M&F exercises voting control; and (iii) 15,258 shares of Class A Common Stock are beneficially owned by Mr. Raymond G. Perelman (which shares M&F may also be deemed to beneficially own because M&F holds an irrevocable voting proxy with respect to such shares).
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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PERELMAN RONALD O
35 EAST 62ND STREET
NEW YORK, NY 10065
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X
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X
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Signatures
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/s/ Ronald O. Perelman
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9/21/2017
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 4(b)(v).
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**
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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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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