Statement of Changes in Beneficial Ownership (4)
September 16 2020 - 5:28PM
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).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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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
*
TOWNSEND FRANCES F |
2. Issuer Name and Ticker or Trading Symbol
SCIENTIFIC GAMES CORP
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SGMS
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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)
C/O SCIENTIFIC GAMES CORPORATION, 6601 BERMUDA ROAD |
3. Date of Earliest Transaction
(MM/DD/YYYY)
9/16/2020 |
(Street)
LAS VEGAS, NV 89119
(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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Common Stock | 9/16/2020 | | M | | 17104 | A | $0 | 95846 | D | |
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 |
Restricted Stock Units | (1) | 9/16/2020 | | M | | | 1555 | (1) | (1) | Common Stock | 1555 | $0 | 0 | D | |
Restricted Stock Units | (2) | 9/16/2020 | | M | | | 1394 | (2) | (2) | Common Stock | 1394 | $0 | 0 | D | |
Restricted Stock Units | (3) | 9/16/2020 | | M | | | 5783 | (3) | (3) | Common Stock | 5783 | $0 | 0 | D | |
Restricted Stock Units | (4) | 9/16/2020 | | M | | | 8372 | (4) | (4) | Common Stock | 8372 | $0 | 0 | D | |
Explanation of Responses: |
(1) | Represents vesting of the remaining restricted stock units granted on June 19, 2017 in connection with the conclusion of Ms. Townsend's service as a director on September 16, 2020 in connection with the transactions provided for in the Stock Purchase Agreement by and among Pivot Buyer LLC and certain affiliates of MacAndrews and Forbes Incorporated. The award has fully vested. Each unit converted into a share of common stock on a one-for-one basis. |
(2) | Represents vesting of the remaining restricted stock units granted on June 13, 2018 in connection with the conclusion of Ms. Townsend's service as a director on September 16, 2020, as described above. The award has fully vested. Each unit converted into a share of common stock on a one-for-one basis. |
(3) | Represents vesting of the remaining restricted stock units granted on June 12, 2019 in connection with the conclusion of Ms. Townsend's service as a director on September 16, 2020, as described above. The award has fully vested. Each unit converted into a share of common stock on a one-for-one basis. |
(4) | Represents vesting of the restricted stock units granted on June 10, 2020 in connection with the conclusion of Ms. Townsend's service as a director on September 16, 2020, as described above. The award has fully vested. Each unit converted into a share of common stock on a one-for-one basis. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
TOWNSEND FRANCES F C/O SCIENTIFIC GAMES CORPORATION 6601 BERMUDA ROAD LAS VEGAS, NV 89119 | X |
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Signatures
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/s/ Melissa Bengtson, attorney-in-fact for Frances F. Townsend | | 9/16/2020 |
**Signature of Reporting Person | Date |
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