12/17/2025 | Press release | Distributed by Public on 12/17/2025 15:22
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FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES 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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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| 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 control number. | SEC 1474 (9-02) | ||
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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 Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Stock Option (buy) | $19.36 | 12/15/2025 | M | 282,024 | (2) | 02/09/2026 | Common Stock | 282,024 | $ 0 | 0 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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Rapino Michael C/O LIVE NATION ENTERTAINMENT, INC. 9348 CIVIC CENTER DRIVE BEVERLY HILLS, CA 90210 |
X | President & CEO | ||
| Brian Capo, Attorney-in-Fact for Michael Rapino | 12/17/2025 | |
| **Signature of Reporting Person | Date |
| * | 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). |
| (1) | These shares underlying the stock options reflected in Table II were withheld to satisfy payment of the stock option exercise price and tax withholdings. |
| (2) | The Reporting Person exercised stock options granted in 2016 that would otherwise have expired in February 2026 if not exercised during the Issuer's final open trading window for insiders (the "window") prior to such scheduled expiration of the 10-year term of the stock options. The window closed at the conclusion of the date on which these transactions were effectuated and will not reopen, and thus the Reporting Person would not have another opportunity to exercise the stock options, prior to the scheduled expiration of the stock options in February 2026. Following these transactions, the Reporting Person holds approximately 4.5 million shares of the Issuer's common stock and equity awards, consisting of both common stock and restricted stock holdings (as reflected in Table I above), and options to acquire additional shares of common stock. |