Item 5. Other Information
2K characters. Original on sec.gov ·
Item 5. Other Information
Items 5 (a) and (b) are inapplicable.
(c) TRADING PLANS
On February 22, 2024, Jonathan M. Tisch, Co-Chairman of the Board and a member of the Office of the President, and Executive Chairman of Loews Hotels & Co, adopted a trading plan with respect to: (i) the exercise of expiring stock appreciation rights (“SARs”) granted to him as executive compensation in 2015; and (ii) the sale of the net shares of common stock received upon the vesting of performance-based restricted stock awards (“RSUs”) granted to him as executive compensation in 2022 and 2023 that are scheduled to vest in February 2025. The plan is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) under the Exchange Act.
With respect to the expiring SARs, pursuant to the plan, if the market price of the Company’s common stock exceeds the exercise price for the applicable SARs by a specified amount during the trading window, the applicable SARs will be exercised and the net shares received by Mr. Jonathan Tisch from such exercise will be sold at market prices. 60,000 of Mr. Jonathan Tisch’s SARs expire on January 9, 2025. The trading window under the plan for such SARs begins on January 2, 2025 and ends on the expiration date.
With respect to the vesting RSUs, pursuant to the plan, the net shares received upon vesting of the RSUs will be sold at market prices. 8,258 of Mr. Jonathan Tisch’s RSUs are scheduled to vest on February 6, 2025 and 8,224 of Mr. Jonathan Tisch’s RSUs are scheduled to vest on February 7, 2025. The trading window under the plan for such RSUs begins on the applicable vesting date and ends on February 28, 2025.
| 49 |
Previous: Item 1A. Risk Factors. · Next: Item 6. Exhibits.