4//SEC Filing
Oaktree Tribune, L.P. 4
Accession 0000950142-17-002160
CIK 0000726513other
Filed
Dec 4, 7:00 PM ET
Accepted
Dec 5, 8:00 PM ET
Size
38.9 KB
Accession
0000950142-17-002160
Insider Transaction Report
Form 4
TRIBUNE MEDIA COTRCO
Oaktree AIF Investments, L.P.
Director10% Owner
Transactions
- Sale
Class A Common Stock
2017-12-04$40.36/sh−7,000,000$282,520,000→ 7,189,156 total(indirect: See Footnotes)
Oaktree AIF Holdings, Inc.
Director10% Owner
Transactions
- Sale
Class A Common Stock
2017-12-04$40.36/sh−7,000,000$282,520,000→ 7,189,156 total(indirect: See Footnotes)
Oaktree Capital Group Holdings, L.P.
Director10% Owner
Transactions
- Sale
Class A Common Stock
2017-12-04$40.36/sh−7,000,000$282,520,000→ 7,189,156 total(indirect: See Footnotes)
Oaktree Capital Group Holdings GP, LLC
Director10% Owner
Transactions
- Sale
Class A Common Stock
2017-12-04$40.36/sh−7,000,000$282,520,000→ 7,189,156 total(indirect: See Footnotes)
Oaktree Tribune, L.P.
Director10% Owner
Transactions
- Sale
Class A Common Stock
2017-12-04$40.36/sh−7,000,000$282,520,000→ 7,189,156 total(indirect: See Footnotes)
Footnotes (5)
- [F1]On December 4, 2017, Oaktree Tribune, L.P. sold 7,000,000 shares of common stock, par value $0.001 per share (the "Common Stock") of Tribune Media Company. (the "Company") in an underwritten offering for $40.36 per share.
- [F2]Includes 7,145,447 shares of Common Stock directly held by Oaktree Tribune, L.P., and 36,514 shares of Common Stock and 7,195 restricted share units, which vest by their terms on January 1, 2018, each directly held by OCM FIE, LLC ("FIE"), an affiliate of the Reporting Persons (as defined below).
- [F3]This Form 4 is being filed with respect to certain shares of Common Stock directly held by Oaktree Tribune, L.P. and FIE. The general partner of Oaktree Tribune, L.P. is Oaktree AIF Investments, L.P. ("AIF Investments"). The general partner of AIF Investments is Oaktree AIF Holdings, Inc. ("AIF Holdings"). The holder of all of the voting shares of AIF Holdings is Oaktree Capital Group Holdings, L.P. ("OCGH"). The general partner of OCGH is Oaktree Capital Group Holdings GP, LLC ("OCGH GP") (together with Oaktree Tribune, L.P., AIF Investments, AIF Holdings and OCGH, collectively, the "Reporting Persons," and each individually, a "Reporting Person"). (cont'd in FN 4)
- [F4](cont'd from FN 3) OCGH GP may be deemed to indirectly control FIE and decisions with respect to the voting and disposition of Common Stock held by FIE. The media company business of OCGH GP is managed by a media company committee of OCGH GP, which controls the decisions of OCGH GP with respect to the vote and disposition of the Common Stock held by Oaktree Tribune, L.P. The members of such committee are Howard S. Marks, Bruce A. Karsh, John B. Frank, David M. Kirchheimer and Stephen A. Kaplan.
- [F5]Each of the Reporting Persons and any other directors, shareholders, general partners, managing members, managers and members described above disclaims beneficial ownership of any shares of Common Stock owned beneficially or of record by Oaktree Tribune, L.P. or FIE, except to the extent of their respective pecuniary interest therein, and the inclusion of these securities in this Form 4 shall not be deemed an admission that any such person has beneficial ownership of such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.
Issuer
TRIBUNE MEDIA CO
CIK 0000726513
Entity typeother
Related Parties
1- filerCIK 0001616527
Filing Metadata
- Form type
- 4
- Filed
- Dec 4, 7:00 PM ET
- Accepted
- Dec 5, 8:00 PM ET
- Size
- 38.9 KB