<PAGE>
U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 3
INITIAL STATEMENT OF 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(f) of the Investment Company Act of 1940
1. Name and Address of Reporting Person*
Sony Corporation
(Last) (First) (Middle)
6-7-35 Kitashinagawa, Shinagawa-ku
(Street)
Tokyo 141-0001 Japan
(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
July 26, 2000
3. I.R.S. Identification Number of Reporting Person, if an entity (voluntary)
4. Issuer Name and Ticker or Trading Symbol
Panavision Inc. (PVI)
5. Relationship of Reporting Person to Issuer (Check all applicable)
/ / Director /X/ 10% Owner
/ / Officer (give title below) / / Other (specify below)
6. If Amendment, Date of Original (Month/Day/Year)
7. Individual or Joint/Group Reporting (Check applicable line)
/ / Form filed by One Reporting Person
/X/ Form filed by More than One Reporting Person
* If the Form is filed by more than one Reporting Person, see instruction
5(b)(v).
<PAGE>
<TABLE>
<CAPTION>
Table I -- Non-Derivative Securities Beneficially Owned
2. Amount 3. Ownership
of Secu- Form:
rities Direct 4. Nature of
Bene- (D) or Indirect
ficially Indirect Beneficial
Owned (I) Ownership
1. Title of Security (Instr. 4) (Instr. 5) (Instr. 5)
-------------------------------- ------------- ------------- ----------------
<S> <C> <C> <C>
Common Stock 714,300 I *
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
Table II--Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
2. Date Exercisable
and Expiration Date 3. Title and Amount of Securities Underlying Derivative
(Month/Day/Year) Security (Instr. 4)
---------------------- -----------------------------------------------------------
Date Amount or
1. Title of Derivative Exercis- Expiration Title Number of
Security (Instr. 4) able Date Shares
---------------------------------------------- ---------- ---------- ---------------------------------------------- -----------
<S> <C> <C> <C> <C>
Warrant for the Purchase of Shares July 26, July 25, Common Stock 714,300
of Common Stock 2000 2010
<CAPTION>
5. Ownership
Form of
Derivative
4. Conver- Security:
sion or Direct 6. Nature of
Exercise (D) or Indirect
Price of Indirect Beneficial
1. Title of Derivative Derivative (I) Ownership
Security (Instr. 4) Security (Instr. 5) (Instr. 5)
---------------------------------------------- ------------- ------------- --------------
<S> <C> <C> <C>
Warrant for the Purchase of Shares $17.50++ I ***
of Common Stock
</TABLE>
Explanation of Responses:
+ Such shares are owned by Sony Electronics Inc., a corporation indirectly
wholly-owned by the reporting person.
++ Provided, however, that, in the event that Panavision Inc.'s EBITDA for the
twelve months ended December 31, 2000 is less than sixty-nine million
dollars ($69,000,000), then the Exercise Price as of the time of the filing
of Panavision Inc.'s Annual Report on Form 10-K for the fiscal year ended
December 31, 2000 with the Securities and Exchange Commission shall equal
the Exercise Price that would have been in effect at such time of filing
had the Exercise Price as of the date of the issuance of the warrant been
$15.50.
+++ Such warrant is owned by Sony Electronics Inc., a corporation indirectly
wholly-owned by the reporting person.
Note: See attached Schedule I - Joint Filer Information
Name and Address of Reporting Person:
Sony Corporation
6-7-35 Kitashingawa
Shinagawa-ku, Tokyo 141-0001 Japan
Page 2 of 4 pages
<PAGE>
Additional Reporting Person:
Sony Electronics Inc.
1 Sony Drive
Park Ridge, New Jersey 07656
Relationship to Issuer: 10% Owner
<TABLE>
<CAPTION>
Sony Corporation
Name: Tamotsu Iba
Title: Vice Chairman
<S> <C>
By: /s/ Tamotsu Iba 8/4/2000
------------------------------------------------ ----------------------
**Signature of Reporting Person Date
Sony Electronics Inc.
Name: Frank M. Lesher
Title: Executive Vice President, General Counsel and Secretary
By: /s/ Frank M. Lesher 8/4/2000
------------------------------------------------ ----------------------
**Signature of Reporting Person Date
</TABLE>
** Intentional misstatements or omissions of facts constitute Federal Criminal
Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If
space provided 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.
Page 3 of 4 pages
<PAGE>
Schedule I
Joint Filer Information
Name: Sony Electronics Inc.
Address: 1 Sony Drive
Park Ridge, New Jersey 07656
Designated Filer: Sony Corporation
Issuer & Ticker Symbol: Panavision Inc. (PVI)
Date of Event Requiring Statement: July 26, 2000
Signature: Sony Electronics Inc.
/s/ Frank M. Lesher
-----------------------------------
Name: Frank M. Lesher
Title: Executive Vice President,
General Counsel and Secretary
Page 4 of 4 pages
