SEC Form 4 · accession 0000899243-16-023104

MEDIA GENERAL INC · NYSE: MEG

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

John R Muse

Director

Period of report

Jun 14, 2016

Accepted (ET)

Jun 16, 2016 · 5:26 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0000216539

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Voting Common Stock^F2	Jun 14, 2016	S	1,634	$17.729	D	96,522	D
Voting Common Stock^F2,F4,F5,F6	Jun 14, 2016	S	7	$17.729	D	11,366,990	I	See Footnote
Voting Common Stock^F2,F6,F8	Jun 14, 2016	S	45	$17.729	D	11,366,945	I	See Footnote
Voting Common Stock^F2,F10,F11	Jun 14, 2016	S	81,095	$17.729	D	11,285,850	I	See Footnote
Voting Common Stock^F2,F11,F13	Jun 14, 2016	S	1,060	$17.729	D	11,284,790	I	See Footnote
Voting Common Stock^F2,F11,F15	Jun 14, 2016	S	20,998	$17.729	D	11,263,792	I	See Footnote
Voting Common Stock^F2,F11,F17	Jun 14, 2016	S	141	$17.729	D	11,263,651	I	See Footnote
Voting Common Stock^F2,F11,F19	Jun 14, 2016	S	326	$17.729	D	11,263,325	I	See Footnote
Voting Common Stock^F2,F11,F21	Jun 14, 2016	S	1,128	$17.729	D	11,262,197	I	See Footnote
Voting Common Stock^F2,F11,F23	Jun 14, 2016	S	44	$17.729	D	11,262,153	I	See Footnote
Voting Common Stock^F25	Jun 15, 2016	S	16,957	$17.9597	D	79,565	D
Voting Common Stock^F25,F6,F27	Jun 15, 2016	S	65	$17.9597	D	11,262,088	I	See Footnote
Voting Common Stock^F25,F6,F29	Jun 15, 2016	S	468	$17.9597	D	11,261,620	I	See Footnote
Voting Common Stock^F25,F11,F31	Jun 15, 2016	S	841,581	$17.9597	D	10,420,039	I	See Footnote
Voting Common Stock^F25,F11,F33	Jun 15, 2016	S	11,005	$17.9597	D	10,409,034	I	See Footnote
Voting Common Stock^F25,F11,F35	Jun 15, 2016	S	217,909	$17.9597	D	10,191,125	I	See Footnote
Voting Common Stock^F25,F11,F37	Jun 15, 2016	S	1,466	$17.9597	D	10,189,659	I	See Footnote
Voting Common Stock^F25,F11,F39	Jun 15, 2016	S	3,382	$17.9597	D	10,186,277	I	See Footnote
Voting Common Stock^F25,F11,F41	Jun 15, 2016	S	11,708	$17.9597	D	10,174,569	I	See Footnote
Voting Common Stock^F25,F11,F43	Jun 15, 2016	S	459	$17.9597	D	10,174,110	I	See Footnote

Table II — derivative securities

No Table II lines on this filing.

Explanation of responses

F1On June 14, 2016, Mr. Muse sold 1,634 shares of Voting Common Stock pursuant to a plan of disposition adopted in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934 (the "10b5-1 Plan").
F10Of the 11,285,850 shares of Voting Common Stock, (a) 672 shares are directly owned by MFE, (b) 4,846 shares are directly owned by JRM, (c) 8,711,070 shares are directly owned by Fund III, (d) 114,973 shares are directly owned by HM3 Coinvestors, (e) 2,276,541 shares are directly owned by Fund IV, (f) 15,312 shares are directly owned by Private Fund IV, (g) 35,328 shares are directly owned by HM4-EQ Coinvestors, (h) 122,314 shares are directly owned by HM&Co. and (i) 4,794 shares are directly owned by HMCP I.
F11Mr. Muse is an executive officer of the ultimate general partner of each of Fund III, HM3 Coinvestors, Fund IV, Private Fund IV, HM4-EQ Coinvestors, HM&Co. and HMCP I. In addition, Mr. Muse is a voting member of a two-person committee that exercises voting and dispositive power over the issuer's securities held by the ultimate general partner of each of Fund III, HM3 Coinvestors, Fund IV, Private Fund IV, HM4-EQ Coinvestors, HM&Co. and HMCP I. Accordingly, Mr. Muse may be deemed to beneficially own all of the issuer's securities held directly by Fund III, HM3 Coinvestors, Private Fund IV, Fund IV, HM4-EQ Coinvestors, HM&Co. and HMCP I. However, Mr. Muse disclaims beneficial ownership of the issuer's securities held by Fund III, HM3 Coinvestors, Fund IV, Private Fund IV, HM4-EQ Coinvestors, HM&Co. and HMCP I except to the extent of his pecuniary interest therein.
F12On June 14, 2016, HM3 Coinvestors sold 1,060 shares of Voting Common Stock pursuant to the 10b5-1 Plan.
F13Of the 11,284,790 shares of Voting Common Stock, (a) 672 shares are directly owned by MFE, (b) 4,846 shares are directly owned by JRM, (c) 8,711,070 shares are directly owned by Fund III, (d) 113,913 shares are directly owned by HM3 Coinvestors, (e) 2,276,541 shares are directly owned by Fund IV, (f) 15,312 shares are directly owned by Private Fund IV, (g) 35,328 shares are directly owned by HM4-EQ Coinvestors, (h) 122,314 shares are directly owned by HM&Co. and (i) 4,794 shares are directly owned by HMCP I.
F14On June 14, 2016, Fund IV sold 20,998 shares of Voting Common Stock pursuant to the 10b5-1 Plan.
F15Of the 11,263,792 shares of Voting Common Stock, (a) 672 shares are directly owned by MFE, (b) 4,846 shares are directly owned by JRM, (c) 8,711,070 shares are directly owned by Fund III, (d) 113,913 shares are directly owned by HM3 Coinvestors, (e) 2,255,543 shares are directly owned by Fund IV, (f) 15,312 shares are directly owned by Private Fund IV, (g) 35,328 shares are directly owned by HM4-EQ Coinvestors, (h) 122,314 shares are directly owned by HM&Co. and (i) 4,794 shares are directly owned by HMCP I.
F16On June 14, 2016, Private Fund IV sold 141 shares of Voting Common Stock pursuant to the 10b5-1 Plan.
F17Of the 11,263,651 shares of Voting Common Stock, (a) 672 shares are directly owned by MFE, (b) 4,846 shares are directly owned by JRM, (c) 8,711,070 shares are directly owned by Fund III, (d) 113,913 shares are directly owned by HM3 Coinvestors, (e) 2,255,543 shares are directly owned by Fund IV, (f) 15,171 shares are directly owned by Private Fund IV, (g) 35,328 shares are directly owned by HM4-EQ Coinvestors, (h) 122,314 shares are directly owned by HM&Co. and (i) 4,794 shares are directly owned by HMCP I.
F18On June 14, 2016, HM4-EQ Coinvestors sold 326 shares of Voting Common Stock pursuant to the 10b5-1 Plan.
F19Of the 11,263,325 shares of Voting Common Stock, (a) 672 shares are directly owned by MFE, (b) 4,846 shares are directly owned by JRM, (c) 8,711,070 shares are directly owned by Fund III, (d) 113,913 shares are directly owned by HM3 Coinvestors, (e) 2,255,543 shares are directly owned by Fund IV, (f) 15,171 shares are directly owned by Private Fund IV, (g) 35,002 shares are directly owned by HM4-EQ Coinvestors, (h) 122,314 shares are directly owned by HM&Co. and (i) 4,794 shares are directly owned by HMCP I.
F2The shares were sold in multiple trades at prices ranging from $17.52 to $17.86. The price reported above reflects the weighted average sale price. Mr. Muse hereby undertakes to provide to the Securities and Exchange Commission staff (the "Staff"), the issuer or any security holder of the issuer, upon request, full information regarding the number of shares and prices at which the transaction was effected.
F20On June 14, 2016, HM&Co. sold 1,128 shares of Voting Common Stock pursuant to the 10b5-1 Plan.
F21Of the 11,262,197 shares of Voting Common Stock, (a) 672 shares are directly owned by MFE, (b) 4,846 shares are directly owned by JRM, (c) 8,711,070 shares are directly owned by Fund III, (d) 113,913 shares are directly owned by HM3 Coinvestors, (e) 2,255,543 shares are directly owned by Fund IV, (f) 15,171 shares are directly owned by Private Fund IV, (g) 35,002 shares are directly owned by HM4-EQ Coinvestors, (h) 121,186 shares are directly owned by HM&Co. and (i) 4,794 shares are directly owned by HMCP I.
F22On June 14, 2016, HMCP I sold 44 shares of Voting Common Stock pursuant to the 10b5-1 Plan.
F23Of the 11,262,153 shares of Voting Common Stock, (a) 672 shares are directly owned by MFE, (b) 4,846 shares are directly owned by JRM, (c) 8,711,070 shares are directly owned by Fund III, (d) 113,913 shares are directly owned by HM3 Coinvestors, (e) 2,255,543 shares are directly owned by Fund IV, (f) 15,171 shares are directly owned by Private Fund IV, (g) 35,002 shares are directly owned by HM4-EQ Coinvestors, (h) 121,186 shares are directly owned by HM&Co. and (i) 4,750 shares are directly owned by HMCP I.
F24On June 15, 2016, Mr. Muse sold 16,957 shares of Voting Common Stock pursuant to the 10b5-1 Plan.
F25The shares were sold in multiple trades at prices ranging from $17.85 to $18.18. The price reported above reflects the weighted average sale price. Mr. Muse hereby undertakes to provide to the Staff, the issuer or any security holder of the issuer, upon request, full information regarding the number of shares and prices at which the transaction was effected.
F26On June 15, 2016, MFE sold 65 shares of Voting Common Stock pursuant to the 10b5-1 Plan.
F27Of the 11,262,088 shares of Voting Common Stock, (a) 607 shares are directly owned by MFE, (b) 4,846 shares are directly owned by JRM, (c) 8,711,070 shares are directly owned by Fund III, (d) 113,913 shares are directly owned by HM3 Coinvestors, (e) 2,255,543 shares are directly owned by Fund IV, (f) 15,171 shares are directly owned by Private Fund IV, (g) 35,002 shares are directly owned by HM4-EQ Coinvestors, (h) 121,186 shares are directly owned by HM&Co. and (i) 4,750 shares are directly owned by HMCP I.
F28On June 15, 2016, JRM sold 468 shares of Voting Common Stock pursuant to the 10b5-1 Plan.
F29Of the 11,261,620 shares of Voting Common Stock, (a) 607 shares are directly owned by MFE, (b) 4,378 shares are directly owned by JRM, (c) 8,711,070 shares are directly owned by Fund III, (d) 113,913 shares are directly owned by HM3 Coinvestors, (e) 2,255,543 shares are directly owned by Fund IV, (f) 15,171 shares are directly owned by Private Fund IV, (g) 35,002 shares are directly owned by HM4-EQ Coinvestors, (h) 121,186 shares are directly owned by HM&Co. and (i) 4,750 shares are directly owned by HMCP I.
F3On June 14, 2016, Muse Family Enterprises, Ltd., a Texas limited partnership ("MFE"), sold 7 shares of Voting Common Stock pursuant to the 10b5-1 Plan.
F30On June 15, 2016, Fund III sold 841,581 shares of Voting Common Stock pursuant to the 10b5-1 Plan.
F31Of the 10,420,039 shares of Voting Common Stock, (a) 607 shares are directly owned by MFE, (b) 4,378 shares are directly owned by JRM, (c) 7,869,489 shares are directly owned by Fund III, (d) 113,913 shares are directly owned by HM3 Coinvestors, (e) 2,255,543 shares are directly owned by Fund IV, (f) 15,171 shares are directly owned by Private Fund IV, (g) 35,002 shares are directly owned by HM4-EQ Coinvestors, (h) 121,186 shares are directly owned by HM&Co. and (i) 4,750 shares are directly owned by HMCP I.
F32On June 15, 2016, HM3 Coinvestors sold 11,005 shares of Voting Common Stock pursuant to the 10b5-1 Plan.
F33Of the 10,409,034 shares of Voting Common Stock, (a) 607 shares are directly owned by MFE, (b) 4,378 shares are directly owned by JRM, (c) 7,869,489 shares are directly owned by Fund III, (d) 102,908 shares are directly owned by HM3 Coinvestors, (e) 2,255,543 shares are directly owned by Fund IV, (f) 15,171 shares are directly owned by Private Fund IV, (g) 35,002 shares are directly owned by HM4-EQ Coinvestors, (h) 121,186 shares are directly owned by HM&Co. and (i) 4,750 shares are directly owned by HMCP I.
F34On June 15, 2016, Fund IV sold 217,909 shares of Voting Common Stock pursuant to the 10b5-1 Plan.
F35Of the 10,191,125 shares of Voting Common Stock, (a) 607 shares are directly owned by MFE, (b) 4,378 shares are directly owned by JRM, (c) 7,869,489 shares are directly owned by Fund III, (d) 102,908 shares are directly owned by HM3 Coinvestors, (e) 2,037,634 shares are directly owned by Fund IV, (f) 15,171 shares are directly owned by Private Fund IV, (g) 35,002 shares are directly owned by HM4-EQ Coinvestors, (h) 121,186 shares are directly owned by HM&Co. and (i) 4,750 shares are directly owned by HMCP I.
F36On June 15, 2016, Private Fund IV sold 1,466 shares of Voting Common Stock pursuant to the 10b5-1 Plan.
F37Of the 10,189,659 shares of Voting Common Stock, (a) 607 shares are directly owned by MFE, (b) 4,378 shares are directly owned by JRM, (c) 7,869,489 shares are directly owned by Fund III, (d) 102,908 shares are directly owned by HM3 Coinvestors, (e) 2,037,634 shares are directly owned by Fund IV, (f) 13,705 shares are directly owned by Private Fund IV, (g) 35,002 shares are directly owned by HM4-EQ Coinvestors, (h) 121,186 shares are directly owned by HM&Co. and (i) 4,750 shares are directly owned by HMCP I.
F38On June 15, 2016, HM4-EQ Coinvestors sold 3,382 shares of Voting Common Stock pursuant to the 10b5-1 Plan
F39Of the 10,186,277 shares of Voting Common Stock, (a) 607 shares are directly owned by MFE, (b) 4,378 shares are directly owned by JRM, (c) 7,869,489 shares are directly owned by Fund III, (d) 102,908 shares are directly owned by HM3 Coinvestors, (e) 2,037,634 shares are directly owned by Fund IV, (f) 13,705 shares are directly owned by Private Fund IV, (g) 31,620 shares are directly owned by HM4-EQ Coinvestors, (h) 121,186 shares are directly owned by HM&Co. and (i) 4,750 shares are directly owned by HMCP I.
F4Of the 11,366,990 shares of Voting Common Stock, (a) 672 shares are directly owned by MFE, (b) 4,891 shares are directly owned by JRM Interim Investors, L.P., a Texas limited partnership ("JRM"), (c) 8,792,165 shares are directly owned by Hicks, Muse, Tate & Furst Equity Fund III, L.P., a Delaware limited partnership ("Fund III"), (d) 114,973 shares are directly owned by HM3 Coinvestors, L.P., a Texas limited partnership ("HM3 Coinvestors"), (e) 2,276,541 shares are directly owned by Hicks, Muse, Tate & Furst Equity Fund IV, L.P., a Delaware limited partnership ("Fund IV"), (f) 15,312 shares are directly owned by Hicks, Muse, Tate & Furst Private Equity Fund IV, L.P., a Delaware limited partnership ("Private Fund IV"), (g) 35,328 shares are directly owned by HM4-EQ Coinvestors, L.P., a Texas limited partnership ("HM4-EQ Coinvestors"), (h) 122,314 shares are directly owned by Hicks, Muse & Co. Partners, L.P., a Texas limited partnership ("HM&Co."), (Continued in footnote 5)
F40On June 15, 2016, HM&Co. sold 11,708 shares of Voting Common Stock pursuant to the 10b5-1 Plan.
F41Of the 10,174,569 shares of Voting Common Stock, (a) 607 shares are directly owned by MFE, (b) 4,378 shares are directly owned by JRM, (c) 7,869,489 shares are directly owned by Fund III, (d) 102,908 shares are directly owned by HM3 Coinvestors, (e) 2,037,634 shares are directly owned by Fund IV, (f) 13,705 shares are directly owned by Private Fund IV, (g) 31,620 shares are directly owned by HM4-EQ Coinvestors, (h) 109,478 shares are directly owned by HM&Co. and (i) 4,750 shares are directly owned by HMCP I.
F42On June 15, 2016, HMCP I sold 459 shares of Voting Common Stock pursuant to the 10b5-1 Plan
F43Of the 10,174,110 shares of Voting Common Stock, (a) 607 shares are directly owned by MFE, (b) 4,378 shares are directly owned by JRM, (c) 7,869,489 shares are directly owned by Fund III, (d) 102,908 shares are directly owned by HM3 Coinvestors, (e) 2,037,634 shares are directly owned by Fund IV, (f) 13,705 shares are directly owned by Private Fund IV, (g) 31,620 shares are directly owned by HM4-EQ Coinvestors, (h) 109,478 shares are directly owned by HM&Co. and (i) 4,291 shares are directly owned by HMCP I.
F5and (i) 4,794 shares are directly owned by HM Capital Partners I LP, a Delaware limited partnership ("HMCP I").
F6MFE and JRM are both indirectly beneficially owned by Mr. Muse. However, Mr. Muse disclaims beneficial ownership of the issuer's securities held of record by MFE and JRM except to the extent of his pecuniary interest therein.
F7On June 14, 2016, JRM sold 45 shares of Voting Common Stock pursuant to the 10b5-1 Plan.
F8Of the 11,366,945 shares of Voting Common Stock, (a) 672 shares are directly owned by MFE, (b) 4,846 shares are directly owned by JRM, (c) 8,792,165 shares are directly owned by Fund III, (d) 114,973 shares are directly owned by HM3 Coinvestors, (e) 2,276,541 shares are directly owned by Fund IV, (f) 15,312 shares are directly owned by Private Fund IV, (g) 35,328 shares are directly owned by HM4-EQ Coinvestors, (h) 122,314 shares are directly owned by HM&Co. and (i) 4,794 shares are directly owned by HMCP I.
F9On June 14, 2016, Fund III sold 81,095 shares of Voting Common Stock pursuant to the 10b5-1 Plan.