4//SEC Filing
HEMISPHERE MEDIA GROUP, INC. 4
Accession 0000950142-16-003444
CIK 0001567345operating
Filed
Apr 3, 8:00 PM ET
Accepted
Apr 4, 6:25 PM ET
Size
11.9 KB
Accession
0000950142-16-003444
Insider Transaction Report
Form 4
Azteca Acquisition Holdings, LLC
Director10% Owner
Transactions
- Disposition to Issuer
CLASS A COMMON STOCK
2016-04-04−315,152→ 1,416,848 total(indirect: By LLC)
Holdings
- 23,751
CLASS A COMMON STOCK
- 400(indirect: By Children)
CLASS A COMMON STOCK
- 7,500(indirect: By LLC)
CLASS A COMMON STOCK
Brener Gabriel
Director10% Owner
Transactions
- Disposition to Issuer
CLASS A COMMON STOCK
2016-04-04−315,152→ 1,416,848 total(indirect: By LLC)
Holdings
- 400(indirect: By Children)
CLASS A COMMON STOCK
- 7,500(indirect: By LLC)
CLASS A COMMON STOCK
- 23,751
CLASS A COMMON STOCK
Footnotes (6)
- [F1]Represents the forfeiture of shares of Class A Common Stock to Hemisphere Media Group, Inc.(the "Company") pursuant to the terms of the Equity Restructuring and Warrant Purchase Agreement, dated as of January 22, 2013, by and among Azteca Acquisition Holdings, LLC ("Azteca Holdings"), the Company and the other parties identified therein, whereby the closing sales price of the Class A Common Stock did not equal or exceed $15.00 per share for any 20 trading days within at least one 30-trading day period within 36 months of April 4, 2013.
- [F2]Includes 104,000 shares of Class A Common Stock, subject to forfeiture in the event the closing sales price of the Class A Common Stock does not equal or exceed $15.00 per share for any 20 trading days within at least one 30-trading day period within 60 months of April 4, 2013.
- [F3]The reported securities are directly held by Azteca Holdings and may be deemed to be indirectly held by Mr. Brener through his membership interest in Azteca Holdings. Mr. Brener disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
- [F4]Does not include 2,435,859 shares of Class A Common Stock that may be deemed to be indirectly held by Mr. Brener, which consists of (a) shares directly held by Azteca Holdings, Brener International Group, LLC ("BIG"), and Mr. Brener's children, as reported herein, and (b) 1,011,111 shares of Class A Common Stock issuable upon the exercise of warrants of the Company directly held by BIG, as previously reported on Mr. Brener's Form 3 filed with the SEC on April 4, 2013. Includes 8,265 shares of restricted stock granted pursuant to the Hemisphere Media Group, Inc. 2013 Equity Incentive Plan which will vest on the day preceding the Company's 2016 annual meeting, subject to the reporting person's continued service as a director on such vesting date.
- [F5]The reported securities are directly held by BIG, and may be deemed to be indirectly held by Mr. Brener as the manager of BIG, which is manager managed. Mr. Brener disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
- [F6]Mr. Brener disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
Documents
Issuer
HEMISPHERE MEDIA GROUP, INC.
CIK 0001567345
Entity typeoperating
IncorporatedDE
Related Parties
1- filerCIK 0001567345
Filing Metadata
- Form type
- 4
- Filed
- Apr 3, 8:00 PM ET
- Accepted
- Apr 4, 6:25 PM ET
- Size
- 11.9 KB