|4Nov 25, 5:44 PM ET

CUMULUS MEDIA INC 4

4 · CUMULUS MEDIA INC · Filed Nov 25, 2015

Insider Transaction Report

Form 4
Period: 2015-11-23
Transactions
  • Purchase

    Class A Common Stock, par value $0.01 per share

    2015-11-23+00 total(indirect: See Footnotes)
Holdings
  • Class A Common Stock, par value $0.01 per share

    40,486
Footnotes (4)
  • [F1]On November 23, 24 and 25, 2015, Crestview Radio Investors, LLC purchased 1,400,922, 721,518 and 421,885 shares of Class A Common Stock ("Common Stock"),at a weighted average price per share of $0.1997, $0.2338 and $0.2412, respectively. After such purchase, Crestview Radio Investors, LLC directly beneficiallyowns 64,970,642 shares of Common Stock and 7,815,553 warrants. Each of Crestview Partners II, L.P., Crestview Partners II (TE), L.P., Crestview Partners II (FF), L.P.,Crestview Offshore Holdings II (Cayman), L.P., Crestview Offshore Holdings II (FF Cayman), L.P., Crestview Offshore Holdings II (892 Cayman), L.P. andCrestview Partners II GP, L.P. may be deemed to have beneficial ownership of the 64,970,642 shares of Common Stock and 7,815,553 warrants directly owned byCrestview Radio Investors, LLC.
  • [F2]Crestview Partners II GP, L.P. is the general partner of Crestview Partners II, L.P., Crestview Partners II (FF), L.P., Crestview Partners II (TE), L.P., Crestview Offshore Holdings II (Cayman), L.P., Crestview Offshore Holdings II (FF Cayman), L.P. and Crestview Offshore Holdings II (892 Cayman), L.P., each of which is a member of Crestview Radio Investors, LLC. The reporting person is a partner of Crestview, L.L.C. (which is the general partner of Crestview Partners II GP, L.P.) and a partner of Crestview Advisors, L.L.C., which provides investment advisory and management services to certain of the foregoing entities. Crestview Advisors, L.L.C. is the direct beneficial owner of 86,148 shares of Common Stock, which, as previously reported, includes 15,552 shares of Common Stock that were transferred by the reporting person to Crestview Advisors, L.L.C. in connection with the vesting of such shares.
  • [F3]The reporting person disclaims beneficial ownership of the securities beneficially owned by Crestview Radio Investors, LLC and Crestview Advisors, L.L.C. except to the extent of his pecuniary interest therein.
  • [F4]The shares will fully vest on May 14, 2016, the first anniversary of the date of grant. The reporting person is a member of the board of directors of the issuer and is a partner of Crestview Advisors, L.L.C., which provides investment advisory services to Crestview Radio Investors, LLC. The reporting person has agreed that, in connection with the vesting of the securities, the reporting person will assign all rights, title and interest in the securities to Crestview Advisors, L.L.C. The reporting person disclaims beneficial ownership of the securities except to the extent of his pecuniary interest therein.

Documents

1 file
  • 4
    dp61393_4-cassidy.xmlPrimary

    FORM 4