SEC FORM 4 SEC Form 4
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*
YAMARONE CHARLES

(Last) (First) (Middle)
P.O. BOX 66100 - HDQLD

(Street)
CHICAGO IL 60666

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
United Continental Holdings, Inc. [ UAL ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
10/01/2010
4. If Amendment, Date of 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
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 10/01/2010 A 4,264 A (1) 4,264 D
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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Option (Right to Buy) $47.43 10/01/2010 A 5,250 10/01/2010 05/15/2011 Common Stock 5,250 (2) 5,250 D
Option (Right to Buy) $28.2 10/01/2010 A 5,250 10/01/2010 04/17/2012 Common Stock 5,250 (3) 5,250 D
Option (Right to Buy) $11.06 10/01/2010 A 5,250 10/01/2010 05/14/2013 Common Stock 5,250 (4) 5,250 D
Option (Right to Buy) $12.39 10/01/2010 A 5,250 10/01/2010 03/12/2014 Common Stock 5,250 (5) 5,250 D
Option (Right to Buy) $22.5 10/01/2010 A 5,250 10/01/2010 06/06/2016 Common Stock 5,250 (6) 5,250 D
Option (Right to Buy) $32.48 10/01/2010 A 5,250 10/01/2010 06/12/2017 Common Stock 5,250 (7) 5,250 D
Option (Right to Buy) $11.87 10/01/2010 A 7,875 10/01/2010 06/12/2018 Common Stock 7,875 (8) 7,875 D
Option (Right to Buy) $8.79 10/01/2010 A 7,875 10/01/2010 06/10/2019 Common Stock 7,875 (9) 7,875 D
Explanation of Responses:
1. Acquired in exchange for 4,061 shares of Continental Class B Common Stock pursuant to the Agreement and Plan of Merger, dated as of May 2, 2010, by and among Continental Airlines, Inc. ("Continental"), UAL Corporation and JT Merger Sub Inc. on October 1, 2010. Shares reported in Table 1 Column 4 include 2,426 restricted shares that vest on June 9, 2011.
2. Acquired pursuant to the Merger Agreement in exchange for options to purchase 5,000 shares of Continental Class B Common Stock at $49.80 per share.
3. Acquired pursuant to the Merger Agreement in exchange for options to purchase 5,000 shares of Continental Class B Common Stock at $29.61 per share.
4. Acquired pursuant to the Merger Agreement in exchange for options to purchase 5,000 shares of Continental Class B Common Stock at $11.61 per share.
5. Acquired pursuant to the Merger Agreement in exchange for options to purchase 5,000 shares of Continental Class B Common Stock at $13.00 per share.
6. Acquired pursuant to the Merger Agreement in exchange for options to purchase 5,000 shares of Continental Class B Common Stock at $23.62 per share.
7. Acquired pursuant to the Merger Agreement in exchange for options to purchase 5,000 shares of Continental Class B Common Stock at $34.10 per share.
8. Acquired pursuant to the Merger Agreement in exchange for options to purchase 7,500 shares of Continental Class B Common Stock at $12.46 per share.
9. Acquired pursuant to the Merger Agreement in exchange for options to purchase 7,500 shares of Continental Class B Common Stock at $9.22 per share.
/s/ Lydia J. Mathas for Charles A. Yamarone 10/05/2010
** 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).
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