Sec Form 4 Filing - Liberty Media Corp @ Live Nation Entertainment, Inc. - 2021-11-23

Insider filing report for Changes in Beneficial Ownership
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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
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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1. Name and Address of Reporting Person
Liberty Media Corp
2. Issuer Name and Ticker or Trading Symbol
Live Nation Entertainment, Inc. [ LYV]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
12300 LIBERTY BOULEVARD
3. Date of Earliest Transaction (MM/DD/YY)
11/23/2021
(Street)
ENGLEWOOD, CO80112
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
2.25% Exch. Sr. Debentures due 2048 (obligation to sell) ( 1 )( 3 ) 11/23/2021( 1 ) C( 1 )( 3 ) ( 3 ) 12/01/2048 Common Stock 380,972 ( 3 ) $ 359,751,000( 1 ) D
2.25% Exch. Sr. Debentures due 2048 (obligation to sell) ( 2 )( 3 ) 11/24/2021( 2 ) C( 2 )( 3 ) ( 3 ) 12/01/2048 Common Stock 318,656 ( 3 ) $ 338,632,000( 2 ) D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Liberty Media Corp
12300 LIBERTY BOULEVARD
ENGLEWOOD, CO80112
X X
Signatures
Liberty Media Corporation By: /s/ Brittany A. Uthoff Name: Brittany A. Uthoff Title: Vice President 11/24/2021
Signature of Reporting Person Date
Explanation of Responses:
( 1 )On November 23, 2021, the election of holders of an aggregate of $25,249,000 in original principal amount of the reporting person's 2.25% exchangeable senior debentures due 2048 (the "Debentures") to exchange such Debentures for cash having a value equal to the current market price of the reference shares attributable to each Debenture exchanged became irrevocable.
( 2 )On November 24, 2021, the election of holders of an aggregate of $21,119,000 in original principal amount of the Debentures to exchange such Debentures for cash having a value equal to the current market price of the reference shares attributable to each Debenture exchanged became irrevocable.
( 3 )Currently, the reference shares attributable to each $1,000 original principal amount of Debentures consist of 15.0886 shares of the issuer's common stock, par value $0.01 per share. In connection with such exchanges, the current market price for each reference share will be equal to the average of the daily volume weighted average price of that reference share on the New York Stock Exchange for the 30 trading day period commencing on the fourth trading day following December 1, 2021. The Debentures were called for redemption in full by the reporting person on December 1, 2021. The Debentures are exchangeable solely for cash, at the option of the holder and subject to certain terms and conditions, at any time during the period commencing on September 1, 2021 until the close of business on the second scheduled trading day immediately preceding December 1, 2021.

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