SEC Info - Redstone Sumner M, et al. - ‘4’ for 12/4/19 re: Viacom Inc.

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^*

REDSTONE SUMNER M

(Last)

(First)

(Middle)

1515 BROADWAY

(Street)

NEW YORK

10036

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Viacom Inc. [ VIA, VIAB ]

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

X	Director	X	10% Owner
	Officer (give title below)	X	Other (specify below)
Chairman Emeritus

3. Date of Earliest Transaction (Month/Day/Year)
12/4/19

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)
Class A Common Stock	12/4/19		D		25,112,771	D	⁽¹⁾	0	I	By NAI ⁽²⁾
Class A Common Stock	12/4/19		D		14,329,561	D	⁽¹⁾	0	I	By NAI EH ⁽³⁾
Class A Common Stock	12/4/19		D		40	D	⁽¹⁾	0	D
Class B Common Stock	12/4/19		D		371,700	D	⁽¹⁾	0	I	By NAI ⁽²⁾

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)

1. Name and Address of Reporting Person^*

REDSTONE SUMNER M

(Last)

(First)

(Middle)

1515 BROADWAY

(Street)

NEW YORK

10036

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

NATIONAL AMUSEMENTS INC /MD/

(Last)

(First)

(Middle)

846 UNIVERSITY AVENUE

(Street)

NORWOOD

02062

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Sumner M. Redstone National Amusements Trust

(Last)

(First)

(Middle)

846 UNIVERSITY AVENUE

(Street)

NORWOOD

02062

(City)

(State)

(Zip)

Explanation of Responses:

(1) Pursuant to the merger agreement (the "Merger Agreement") between CBS Corporation ("CBS") and Viacom Inc. ("Viacom"), each share of Viacom Class A Common Stock held by the reporting person was converted automatically into 0.59625 shares of CBS Class A Common Stock and each share of Viacom Class B Common Stock held by the reporting person was converted automatically into 0.59625 shares of CBS Class B Common Stock.

(2) These securities are owned directly by National Amusements Inc. ("NAI"), and may also be deemed to be beneficially owned by (1) Sumner M. Redstone, who is the controlling stockholder of NAI and (2) the Sumner M. Redstone National Amusements Trust (the "SMR Trust"). NAI is controlled by Mr. Redstone through the SMR Trust, which owns 80% of the voting interest of NAI.

(3) These securities are owned directly by NAI Entertainment Holdings LLC, a wholly owned subsidiary of NAI, and may also be deemed to be beneficially owned by (1) Sumner M. Redstone, who is the controlling stockholder of NAI and (2) the SMR Trust. NAI is controlled by Mr. Redstone through the SMR Trust, which owns 80% of the voting interest of NAI.

	/s/ Christa A. D'Alimonte, Attorney-in-fact for Sumner M. Redstone	12/6/19
	** 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.

____________ Transaction Code:
D	Disposition to the Issuer of Issuer equity securities pursuant to Rule 16b-3(e).

Redstone Sumner M, et al. – ‘4’ for 12/4/19 re: Viacom Inc.

On: Friday, 12/6/19, at 7:55pm ET · For: 12/4/19 · Accession #: 947871-19-916 · File #: 1-32686

Previous ‘4’: ‘4’ on 12/6/19 for 12/4/19 · Latest ‘4’: This Filing

Statement of Changes in Beneficial Ownership of Securities by an Insider — Form 4 — SEA’34
Filing Table of Contents

This ‘4’ Document is an XML Data File that may be rendered in various formats:

Redstone Sumner M, et al. – ‘4’ for 12/4/19 re: Viacom Inc.

On: Friday, 12/6/19, at 7:55pm ET · For: 12/4/19 · Accession #: 947871-19-916 · File #: 1-32686

Previous ‘4’: ‘4’ on 12/6/19 for 12/4/19 · Latest ‘4’: This Filing

Statement of Changes in Beneficial Ownership of Securities by an Insider — Form 4 — SEA’34Filing Table of Contents

This ‘4’ Document is an XML Data File that may be rendered in various formats:

Statement of Changes in Beneficial Ownership of Securities by an Insider — Form 4 — SEA’34
Filing Table of Contents