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WWE > SEC Filings for WWE > Form 8-K on 1-Apr-2013All Recent SEC Filings

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Other Events

Item 8.01. Other Events.

On March 28, 2013, the Stephanie McMahon Levesque Trust u/a Vincent K. McMahon Irrev. Trust dtd. 6/24/04 (the "Trust") adopted a 10b5-1 stock trading plan. The plan provides for the sale of shares of Class B common stock ("Class B Shares") of World Wrestling Entertainment, Inc. (the "Company") held by the Trust. Stephanie McMahon, the Company's EVP, Creative, is the sole beneficiary and investment director of the Trust. Under the plan, beginning on May 15, 2013, a brokerage firm will be authorized to sell a certain number of Class B Shares periodically provided the price per share is above certain levels. The plan expires on January 31, 2014. The maximum number of Class B Shares that can be sold over the duration of the plan is 1,260,000 shares. Upon sale, the Class B Shares will automatically convert into shares of the Company's Class A common stock.

The foregoing trading plan is intended to comply with Rule 10b5-1 of the Securities Exchange Act of 1934, as amended, and the Company's insider trading policy. Rule 10b5-1 allows individuals who are not in possession of material, non-public information at the time a stock trading plan is adopted to establish prearranged written plans to buy or sell a specified number of shares of a company's stock. The foregoing trading plan contains certain pre-determined minimum price conditions in order for trading to occur. The plan provides for sales spread out over a set period of time with the goals of gradually diversifying the individual's investment portfolio, while maintaining such individual's compliance with the Company's stock ownership guidelines and limiting market impact from such stock sales.

Transactions under the foregoing trading plan will be disclosed publicly through Form 4 and Form 144 filings with the Securities and Exchange Commission, to the extent required by law.

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