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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT 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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| 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) | ||
| 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 | ||||||||
| Phantom Stock Units | (3) | 09/30/2010 | A | 553 (4) | (5) | (5) | Common Stock | 553 | $ 56.46 (6) | 4,729 (7) | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| HELU CARLOS SLIM 120 PARK AVENUE NEW YORK, NY 10017 |
X | |||
| G. Penn Holsenbeck for Carlos Slim | 10/04/2010 | |
| **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) | Includes 9,891 deferred shares held under the Philip Morris International Inc. 2008 Stock Compensation Plan for Non-Employee Directors, including an increase of 117 shares acquired through the reinvestment of dividends since June 30, 2010, the date of the last reportable transaction. |
| (2) | Inmobillaria Carso owns 100,000 of these shares and the remaining 200,000 shares are owned by a subsidiary of Inmobillaria Carso. The reporting person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose. |
| (3) | Phantom Stock Units convert to common stock on a 1-for-1 basis. |
| (4) | These units were acquired on September 30, 2010, pursuant to the Philip Morris International Inc. 2008 Deferred Fee Plan for Non-Employee Directors. |
| (5) | These units are to be settled in cash upon the reporting person's termination as a member of the issuer's board of directors. |
| (6) | The average of the high and low price of Philip Morris International Inc. common stock on September 30, 2010. |
| (7) | Share equivalents held in the Philip Morris International Inc. 2008 Deferred Fee Plan for Non-Employee Directors. This is an increase of 594 shares acquired under the Deferred Fee Plan and through the reinvestment of dividends since June 30, 2010, the date of the last reportable transaction. |