1. Title of Derivative Security (Instr. 4) |
2. Date Exercisable and Expiration Date (Month/Day/Year) |
3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) |
4. Conversion or Exercise Price of Derivative Security |
5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5) |
6. Nature of Indirect Beneficial Ownership (Instr. 5) |
Date Exercisable |
Expiration Date |
Title |
Amount or Number of Shares |
Stock Option (right to buy)
|
11/25/2009 |
11/08/2012 |
Class A Common Stock
|
1,100,187
(3)
(4)
|
$
14.9
|
D
|
Â
|
Stock Option (right to buy)
|
11/25/2009 |
03/02/2013 |
Class A Common Stock
|
62,510
(3)
(4)
|
$
15.5
|
D
|
Â
|
Stock Option (right to buy)
|
11/25/2009 |
03/29/2014 |
Class A Common Stock
|
450,476
(3)
(4)
|
$
21.31
|
D
|
Â
|
Stock Option (right to buy)
|
11/25/2009 |
12/24/2014 |
Class A Common Stock
|
458,501
(3)
(4)
|
$
22.94
|
D
|
Â
|
Stock Option (right to buy)
|
11/25/2009 |
12/16/2015 |
Class A Common Stock
|
1,373,889
(3)
(4)
|
$
16.45
|
D
|
Â
|
* |
If the form is filed by more than one reporting person, see Instruction 5(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) |
Pursuant to the Agreement and Plan of Merger, dated as of May 3, 2009 as amended, by and among The DIRECTV Group, Inc. ("DIRECTV Group"), Liberty Media Corporation, Liberty Entertainment, Inc. ("LEI"), DIRECTV, DTVG One, Inc. and DTVG Two, Inc., the holders of outstanding shares of DIRECTV Group common stock (other than direct or indirect subsidiaries of LEI) received one share of DIRECTV Class A common stock for each share of DIRECTV Group common stock held. |
(2) |
Pursuant to the Agreement and Plan of Merger, dated as of May 3, 2009 as amended, by and among The DIRECTV Group, Inc. ("DIRECTV Group"), Liberty Media Corporation, Liberty Entertainment, Inc. ("LEI"),DIRECTV, DTVG One, Inc. and DTVG Two, Inc., the holders of outstanding shares of LEI Class A common stock received a number of shares of DIRECTV Class A common stock equal to the LEI exchange ratio (1.11130) times the number of LEI Class A common stock held immediately prior to the LEI merger. |
(3) |
Options issued pursuant to the terms of The Liberty Entertainment, Inc. Transitional Stock Adjustment Plan and converted into options exercisable for Class A stock of DIRECTV pursuant to the terms of the Merger Agreement. |
(4) |
Pursuant to the Merger Agreement, options to purchase shares of Liberty Entertainment, Inc. ("LEI") common stock that were outstanding immediately prior to the consummation of the LEI merger were converted into options to purchase the whole number of shares of DIRECTV Class A common stock equal to the number of shares subject to the option immediately prior to the LEI merger times the LEI exchange ratio at an exercise price adjusted pursuant to the terms of the Merger Agreement. All such options immediately vested upon consummation of the LEI merger. |