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Section 1: 4

Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
GRAHAM DONALD
  2. Issuer Name and Ticker or Trading Symbol
Cable One, Inc. [CABO]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last)
(First)
(Middle)
C/O GRAHAM HOLDINGS COMPANY, 1300 NORTH 17TH STREET
3. Date of Earliest Transaction (Month/Day/Year)
11/08/2017
(Street)

ARLINGTON, VA 22209
4. If Amendment, Date Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
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)
Code V Amount (A) or (D) Price
Common Stock; par value $0.01 11/08/2017   G(3) V 140,404 D $ 0 89,644(4) D  
Common Stock; par value $0.01 01/18/2018   G(3) V 71,450 D $ 0 18,194 D  
Common Stock; par value $0.01               65,181(4) I Revocable Trust
Common Stock; par value $0.01               218,193 I Trusts for Siblings(1)
Common Stock; par value $0.01 12/20/2017   G(5) V 7,200 D $ 0 56,632 I Trusts for Children(1)
Common Stock; par value $0.01               2,844 I Trusts for Children of Siblings(1)
Common Stock; par value $0.01               5,000 I Trusts for Third Party(1)
Common Stock; par value $0.01               388,225 I Beneficiary of Trusts(1)
Common Stock; par value $0.01               15 I By spouse(2)

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)

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 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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
GRAHAM DONALD
C/O GRAHAM HOLDINGS COMPANY
1300 NORTH 17TH STREET
ARLINGTON, VA 22209
    X    

Signatures

 /s/ Nicole M. Maddrey for Donald E. Graham   01/26/2018
**Signature of Reporting Person Date

Explanation of Responses:

* 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) The reporting person is a trustee of the trust that owns the reported securities, but he is not a beneficiary of such trust. The reporting person disclaims beneficial ownership of the reported securities.
(2) The reporting person disclaims beneficial ownership of the reported securities.
(3) This represents a gift to a charitable fund.
(4) The amount of securities beneficially owned reflects non-reportable transfers of directly held shares of Common Stock of the Issuer to the reporting person's Revocable Trust.
(5) The reporting person is a trustee of the Laura Graham Trust u/a/d 11/29/89 and the Mary Louise Graham Trust u/a/d 11/29/89 (together, the "Trusts"). As of December 20, 2017, the Trusts distributed their 7,200 shares of Common Stock of the Issuer to the reporting person's children, the Trusts' respective beneficiaries.

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.

Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number. (Back To Top)