| FORM 4 |
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 or Section 30(h) of the Investment Company Act of 1940 |
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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). | ||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
AMC Networks Inc. [ AMCX ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 06/30/2011 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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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) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 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 | ||||||
| AMC Networks Inc. Class A Common Stock | 06/30/2011 | J(1) | 6,139(1) | A | (1) | 8,359(2) | D | |||
| AMC Networks Inc. Class A Common Stock | 800(3) | I(3) | By Minor Chlid | |||||||
| AMC Networks Inc. Class A Common Stock | 550(4) | I(4) | By Spouse | |||||||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 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 (Month/Day/Year) | 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: 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. Class A Common Stock received by Reporting Person in connection with the legal and structural separation of AMC Networks Inc. ("AMC") from Cablevision Systems Corporation ("Cablevision") (the "Spin-off"), and granted pursuant to the AMC 2011 Stock Plan for Non-Employee Directors, in a transaction exempt under Rules 16a-9 or 16b-6, and 16b-3. |
| 2. Reflects transfer of shares previously owned directly by Cablevision and its subsidiaries exempt under Rule 16a-13. Includes shares of Class A Common Stock received by Reporting Person in connection with the Spin-off in an exempt transaction under Rule 16a-9. |
| 3. Represents shares of Class A Common Stock received by the Reporting Person's child in connection with the Spin-off in an exempt transaction under Rule 16a-9. Reflects transfer of shares previously owned directly by Cablevision and its subsidiaries exempt under Rule 16a-13. The Reporting Person disclaims beneficial ownership of all shares of AMC beneficially owned or deemed to be beneficially owned by her child and this filing shall not be deemed an admission that the Reporting Person is, for the purposes of Section 16 or for any other purpose, the beneficial owner of such securities. |
| 4. Represents shares of Class A Common Stock received by the Reporting Person's spouse in connection with the Spin-off in an exempt transaction under Rule 16a-9. Reflects transfer of shares previously owned directly by Cablevision and its subsidiaries exempt under Rule 16a-13. The Reporting Person disclaims beneficial ownership of all shares of AMC beneficially owned or deemed to be beneficially owned by her spouse and this filing shall not be deemed an admission that the Reporting Person is, for the purposes of Section 16 or for any other purpose, the beneficial owner of such securities. |
| Remarks: |
| Exhibit List: Exhibit 24 - Power of Attorney |
| /s/ James G. Gallagher, Attorney-in-fact for Marianne Dolan Weber | 07/05/2011 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 4 (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). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| 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 Number. | ||
Exhibit 24
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS: that I, Marianne Dolan Weber, constitute and appoint Sean S. Sullivan and James G. Gallagher, each of them severally, as true and lawful attorneys-in-fact, with full power of substitution and resubstitution, for me and in my name, place and stead, in any and all capacities to sign any Forms 3, 4 and 5 in accordance with Section 16(a) of the Securities and Exchange Act of 1934 and the rules thereunder (including any amendments or exhibits thereto and other forms and reports) that I may be required to file with the U.S. Securities and Exchange Commission as a result of my ownership or transactions in securities of AMC Networks Inc., granting unto said attorneys-in-fact and agents, and each of them, full power and authority to do and perform each and every act and thing required and necessary to be done in and about the foregoing as fully for all intents and purposes as I might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents or any of them, or their or his substitute or substitutes, may lawfully do or cause to be done by virtue hereof. I acknowledge that the attorneys-in-fact and agents, each serving in such capacity as requested herein, are not assuming, nor is AMC Networks Inc. assuming, any of the responsibilities to comply with Section 16 of the Securities and Exchange Act of 1934. This power of attorney is not intended to, and does not, revoke, or in any way affect, any prior power of attorney that I have executed.
This Power of Attorney shall remain in full force and effect until I no longer am required to file Forms 3, 4, and 5 with respect to my holdings of and transactions in securities issued by AMC Networks Inc., unless earlier revoked by me in a signed writing delivered to the foregoing attorneys-in-fact.
In Witness Whereof, I have hereunto signed my name on the 23rd day of June, 2011.
Marianne Dolan Weber