SEC Form 4 · accession 0001209191-16-155533
Scripps Networks Interactive, Inc. · SNI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Nackey E Scagliotti
Director · 10% Owner
Period of report
Dec 14, 2016
Accepted (ET)
Dec 16, 2016 · 8:21 am EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001430602
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common Shares, $.01 par value per share | Dec 14, 2016 | G | 20,833 | $0.00 | D | 639,180 | D | |
| Class A Common Shares, $.01 par value per shareF2 | holding | — | — | — | 146,811 | I | By GRAT | |
| Common Voting Shares, $.01 par value per shareF3 | holding | — | — | — | 186,844 | I | By GRAT | |
| Common Voting Shares, $.01 par value per share | holding | — | — | — | 503,043 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Option | $40.42 | holding | — | — | — | Apr 26, 2008 | Apr 25, 2017 | Class A Common Shares | 5,096 | 5,096 | D |
| Option | $27.01 | holding | — | — | — | Apr 29, 2010 | Apr 28, 2019 | Class A Common Shares | 14,571 | 14,571 | D |
| Option | $44.10 | holding | — | — | — | Apr 28, 2011 | Apr 27, 2018 | Class A Common Shares | 5,231 | 5,231 | D |
| Option | $51.76 | holding | — | — | — | May 18, 2012 | May 17, 2019 | Class A Common Shares | 4,294 | 4,294 | D |
| Option | $53.38 | holding | — | — | — | May 15, 2013 | May 14, 2020 | Class A Common Shares | 5,096 | 5,096 | D |
| Option | $68.14 | holding | — | — | — | May 14, 2014 | May 13, 2021 | Class A Common Shares | 3,837 | 3,837 | D |
| Option | $75.16 | holding | — | — | — | May 13, 2015 | May 12, 2022 | Class A Common Shares | 4,376 | 4,376 | D |
Explanation of responses
- F1On December 14, 2016, the reporting person contributed 20,833 Class A Common Shares, $.01 par value per share, to a philanthropic organization.
- F2These shares were previously reported as directly beneficially owned. On August 24, 2015, 190,494 Class A Common Shares were contributed to a grantor-retained annuity trust ("GRAT") of which the reporting person is trustee, and on October 24, 2016, this GRAT delivered 43,683 of such shares to the reporting person in satisfaction of its annuity obligations. On the reporting person's Forms 4 filed on March 21, 2016, March 9, 2016 and September 3, 2015, the shares held by this GRAT were incorrectly shown as directly rather than indirectly held.
- F3These shares were previously reported as directly beneficially owned. On August 31, 2015, 300,000 Common Voting Shares were contributed to a grantor-retained annuity trust ("GRAT") of which the reporting person is trustee, and on October 24, 2016, this GRAT delivered 113,156 of such shares to the reporting person in satisfaction of its annuity obligations. On the reporting person's Forms 4 filed on March 21, 2016, March 9, 2016 and September 3, 2015, the shares held by this GRAT were incorrectly shown as directly rather than indirectly held.
Remarks
The reporting person may be deemed to have shared voting power with respect to more than 10% of the Class A Common Shares of the Issuer (due solely to the convertibility of Common Voting Shares of the Company into Class A Common Shares on a share-for-share basis) due to the voting provisions of the Amended and Restated Scripps Family Agreement dated May 19, 2015, to which the reporting person is a party. The reporting person filed a Schedule 13D with the Commission on January 24, 2013, as last amended on October 7, 2016.