SEC Form 4 · accession 0001209191-17-053744
Scripps Networks Interactive, Inc. · SNI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
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 | Sep 20, 2017 | G | 60,126 | $0.00 | A | 979,134 | D | |
| Class A Common Shares, $.01 par value per share | holding | — | — | — | 81,602 | I | By GRAT | |
| Common Voting Shares, $.01 par value per share | holding | — | — | — | 2,283,289 | D |
Table II — derivative securities
Explanation of responses
- F1On September 20, 2013, the reporting person contributed 819,054 Class A Common Shares, $.01 par value per share, to various grantor-retained annuity trusts ("GRATs"). This transaction reflects the reacquisition of securities from the GRATs in satisfaction of the GRATs' annuity obligations.
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, as amended on March 29, 2017, to which the reporting person is a party. The Common Voting Shares, almost all of which are held by parties to the Scripps Family Agreement, are currently entitled to elect eight of the twelve members of the Issuer's Board of Directors. The reporting person also serves as Chair of the Family Council with respect to the meetings of the shareholders that are a party to the Scripps Family Agreement, and is a "director by deputization" solely for purposes of Section 16 of the Securities and Exchange Act of 1934. The reporting person filed a Schedule 13D with the Commission on January 24, 2013, as last amended on August 1, 2017.