Pucker Gigi Pritzker 4
4 · Hyatt Hotels Corp · Filed Nov 29, 2011
Insider Transaction Report
Form 4
Pucker Gigi Pritzker
Other
Transactions
- Purchase
Class B Common Stock
2011-11-28$32.51/sh+540,000$17,555,400→ 16,164,602 total(indirect: See Footnote)→ Class A Common Stock (540,000 underlying)
Footnotes (3)
- [F1]As provided in the Issuer's Amended and Restated Certificate of Incorporation, each share of Class B Common Stock is convertible at any time, at the option of the holder, into one share of Class A Common Stock. In addition, each share of Class B Common Stock will convert automatically into one share of Class A Common Stock upon any transfer, whether or not for value, except for certain permitted transfers described in the Issuer's Amended and Restated Certificate of Incorporation.
- [F2]Represents shares of Class B Common Stock purchased by G14M2 HHC, L.L.C. on November 28, 2011. The members of G14M2 HHC, L.L.C. are F.L.P. Trust #14M2 and F.L.P. Trust #14M5, trusts for the benefit of the Reporting Person. Edward W. Rabin and the Reporting Person serve as co-trustees of F.L.P. Trust #14M2 and F.L.P. Trust #14M5 and have shared voting and investment power over the shares beneficially owned by G14M2 HHC, L.L.C. The purchase of shares of Class B Common Stock by G14M2 HHC, L.L.C. constitutes a "permitted transfer" as defined under the Issuer's Amended and Restated Certificate of Incorporation and, accordingly, immediately following the purchase of shares, the shares remain shares of Class B Common Stock. The Reporting Person disclaims beneficial ownership of the shares listed in the table, except to the extent of her pecuniary interest therein.
- [F3]Plus a per share amount equal to 33.33% of the excess, if any, of the Volume Weighted Average Price (VWAP) for the Class A Common Stock of the Issuer for the fifteen-trading day period ending May 25, 2012 over $32.51 as reported by Bloomberg.