Statement of Changes in Beneficial Ownership (4)
October 08 2020 - 4:37PM
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).
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
*
PERELMAN RONALD O |
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)
_____ Director __X__ 10% Owner _____ Officer (give title below) __X__ Other (specify below) Former Executive Chairman |
(Last)
(First)
(Middle)
35 EAST 62ND STREET |
3. Date of Earliest Transaction
(MM/DD/YYYY)
10/7/2020 |
(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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Common Stock | 10/7/2020 | | S | | 2499999 | D | $28.00 | 10835598 | I | See footnote (1) |
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 |
Explanation of Responses: |
(1) | Mr. Perelman is the sole beneficiary and trustee of The ROP Revocable Trust dated 1/9/2018 (the "Trust"), which directly holds 122,728 shares of Common Stock. The Trust is also the sole stockholder of MacAndrews & Forbes Incorporated, which is the sole stockholder, directly or indirectly, of each of SGMS Acquisition Corporation, RLX Holdings Two LLC, SGMS Acquisition Two LLC, SGMS Acquisition Three LLC and MacAndrews & Forbes Group, LLC, which hold the remaining securities described above. Mr. Perelman does not own any shares of Common Stock directly. On October 7, 2020, SGMS Acquisition Corporation, RLX Holdings Two LLC and SGMS Acquisition Two LLC sold an aggregate of 2,499,999 shares of Common Stock pursuant to the previously disclosed Stock Purchase Agreement by and among SGMS Acquisition Corporation, RLX Holdings Two LLC, SGMS Acquisition Two LLC, SGMS Acquisition Three LLC, MacAndrews & Forbes Group, LLC and Pivot Buyer LLC. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
PERELMAN RONALD O 35 EAST 62ND STREET NEW YORK, NY 10065 |
| X |
| Former Executive Chairman |
Signatures
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/s/ Ronald O. Perelman | | 10/8/2020 |
**Signature of Reporting Person | Date |
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