SEC Filing | AMC Networks Inc.

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SEC FORM 4 SEC Form 4

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^*

DOLAN CHARLES F

(Last)

(First)

(Middle)

11 PENN PLAZA

(Street)

NEW YORK

10001

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
AMC Networks Inc. [ AMCX ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)	X	Other (specify below)
Executive Chairman / Member of 13(d) Group

3. Date of Earliest Transaction (Month/Day/Year)
07/15/2011

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
AMC Networks Inc. Class A Common Stock								108,592⁽¹⁾⁽²⁾	D⁽³⁾⁽⁴⁾
AMC Networks Inc. Class A Common Stock								79,771⁽¹⁾	I⁽⁵⁾	By CFD Rev. Trust⁽³⁾

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 (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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Options (Right to Buy)	$9.42⁽⁶⁾	07/15/2011		J⁽⁷⁾		41,666⁽⁷⁾		07/15/2011⁽⁷⁾⁽⁸⁾	06/25/2013	AMC Networks Inc. Class A Common Stock	41,666	$0	41,666	D⁽³⁾⁽⁴⁾
Options (Right to Buy)	$8.11⁽⁶⁾	07/15/2011		J⁽⁷⁾		20,833⁽⁷⁾		07/15/2011⁽⁷⁾⁽⁸⁾	06/25/2013	AMC Networks Inc. Class A Common Stock	20,833	$0	20,833	D⁽³⁾⁽⁴⁾
Options (Right to Buy)	$13.55⁽⁶⁾	07/15/2011		J⁽⁷⁾		30,000⁽⁷⁾		07/15/2011⁽⁷⁾⁽⁸⁾	11/08/2015	AMC Networks Inc. Class A Common Stock	30,000	$0	30,000	D⁽³⁾⁽⁴⁾
Options (Right to Buy)	$13.55⁽⁶⁾	07/15/2011		J⁽⁷⁾		37,200⁽⁷⁾		07/15/2011⁽⁷⁾⁽⁸⁾	10/01/2014	AMC Networks Inc. Class A Common Stock	37,200	$0	37,200	D⁽³⁾⁽⁴⁾
Options (Right to Buy)	$13.55⁽⁶⁾	07/15/2011		J⁽⁷⁾		18,600⁽⁷⁾		07/15/2011⁽⁷⁾⁽⁸⁾	10/01/2014	AMC Networks Inc. Class A Common Stock	18,600	$0	18,600	D⁽³⁾⁽⁴⁾
Options (Right to Buy)	$13.55⁽⁶⁾	07/15/2011		J⁽⁷⁾		15,000⁽⁷⁾		07/15/2011⁽⁷⁾⁽⁸⁾	11/08/2015	AMC Networks Inc. Class A Common Stock	15,000	$0	15,000	D⁽³⁾⁽⁴⁾
Options (Right to Buy)	$17.91⁽⁶⁾	07/15/2011		J⁽⁷⁾		66,000⁽⁷⁾		07/15/2011⁽⁷⁾⁽⁸⁾	06/05/2016	AMC Networks Inc. Class A Common Stock	66,000	$0	66,000	D⁽³⁾⁽⁴⁾
Options (Right to Buy)	$8.95⁽⁶⁾	07/15/2011		J⁽⁷⁾		221,225⁽⁷⁾		⁽⁷⁾⁽⁹⁾	09/05/2014	AMC Networks Inc. Class A Common Stock	221,225	$0	221,225	D⁽³⁾⁽⁴⁾
AMC Networks Inc. Class B Common Stock	$0⁽¹⁰⁾							⁽¹⁰⁾	⁽¹⁰⁾	AMC Networks Inc. Class A Common Stock	225,298		225,298⁽¹¹⁾	D⁽³⁾⁽⁴⁾
AMC Networks Inc. Class B Common Stock	$0⁽¹⁰⁾							⁽¹⁰⁾	⁽¹⁰⁾	AMC Networks Inc. Class A Common Stock	450,000		450,000⁽¹¹⁾	I⁽¹²⁾⁽¹³⁾	By Spouse⁽¹²⁾
AMC Networks Inc. Class B Common Stock	$0⁽¹⁰⁾							⁽¹⁰⁾	⁽¹⁰⁾	AMC Networks Inc. Class A Common Stock	626,577		626,577⁽¹¹⁾	I⁽³⁾	By CFD Rev. Trust⁽⁵⁾
AMC Networks Inc. Class B Common Stock	$0⁽¹⁰⁾							⁽¹⁰⁾	⁽¹⁰⁾	AMC Networks Inc. Class A Common Stock	2,363,456		2,363,456⁽¹¹⁾	I⁽³⁾⁽¹⁴⁾	By 2011 Grat #1C⁽¹⁴⁾
AMC Networks Inc. Class B Common Stock	$0⁽¹⁰⁾							⁽¹⁰⁾	⁽¹⁰⁾	AMC Networks Inc. Class A Common Stock	1,418,073		1,418,073⁽¹¹⁾	I⁽¹³⁾⁽¹⁵⁾	By HAD 2011 Grat #1C⁽¹⁵⁾
AMC Networks Inc. Class B Common Stock	$0⁽¹⁰⁾							⁽¹⁰⁾	⁽¹⁰⁾	AMC Networks Inc. Class A Common Stock	81,926		81,926⁽¹¹⁾	I⁽¹³⁾⁽¹⁶⁾	By HAD Rev. Trust⁽¹⁶⁾

1. Name and Address of Reporting Person^*

DOLAN CHARLES F

(Last)

(First)

(Middle)

11 PENN PLAZA

(Street)

NEW YORK

10001

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

DOLAN HELEN A

(Last)

(First)

(Middle)

11 PENN PLAZA

(Street)

NEW YORK

10001

(City)

(State)

(Zip)

Explanation of Responses:

1. Reflects transfer of shares of Class A Common Stock previously owned directly by Cablevision Systems Corporation ("Cablevision") and its subsidiaries and received in connection with the legal and structural separation of AMC Networks Inc. ("AMC") from Cablevision (the "Spin?off") in a transaction exempt under Rule 16a?9 and Rule 16a?13.

2. Includes shares of restricted stock.

3. Ms. Dolan disclaims beneficial ownership of all securities of AMC beneficially owned or deemed to be beneficially owned directly or indirectly by her spouse (other than securities in which she has a direct pecuniary interest) and this filing shall not be deemed an admission that Ms. Dolan is, for the purposes of Section 16 or for any other purpose, the beneficial owner of such securities.

4. Securities held directly by Mr. Dolan

5. Securities held by the Charles F. Dolan 2009 Revocable Trust.

6. The exercise price was determined by allocating the exercise price for the option under the Cablevision equity plan between the existing Cablevision option and the AMC option based upon the average of the volume weighted average prices of the Cablevision NY Group Class A Common Stock and the AMC Class A Common Stock for each trading day in the ten trading-day period immediately following the Spin?off. The underlying share amount takes into account the distribution ratio of four Cablevision shares of common stock to one share of AMC common stock.

7. Represents options to purchase Class A Common Stock received by the Reporting Person in connection with the Spin?off, and granted pursuant to the AMC 2011 Employee Stock Plan, in a transaction exempt under Rules 16a?9 or 16b?6 and 16b?3.

8. The options are fully exercisable and vested as of the date of this filing.

9. Two-thirds of the options are fully exercisable and vested as of the date of this filing. The remaining one-third will vest on March 5, 2012.

10. Class B Common Stock of the Issuer is convertible at the option of the holder share for share into Class A Common Stock of the Issuer.

11. Reflects transfer of shares of Class B Common Stock previously owned directly by Cablevision and its subsidiaries and received in connection with the Spin-off in a transaction exempt under Rule 16a-9 and Rule 16a-13.

12. Securities held directly by Ms. Dolan.

13. Mr. Dolan disclaims beneficial ownership of all securities of AMC beneficially owned or deemed to be beneficially owned directly or indirectly by his spouse (other than securities in which he has a direct pecuniary interest) and this filing shall not be deemed an admission that Mr. Dolan is, for the purposes of Section 16 or for any other purpose, the beneficial owner of such securities.

14. Shares of Class B Common Stock held directly by the Charles F. Dolan 2011 Grantor Retained Annuity Trust #1C.

15. Shares of Class B Common Stock held directly by the Helen A. Dolan 2011 Grantor Retained Annuity Trust #1C.

16. Shares of Class B Common Stock held directly by the Helen A. Dolan 2009 Revocable Trust.

	/s/ Sean S. Sullivan, Attorney-in-fact for Charles F. Dolan	07/19/2011
	/s/ Brian Sweeney, Attorney-in-fact for Helen A. Dolan	07/19/2011
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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