SEC Form 4 · accession 0000899243-16-023438
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 20, 2016
Accepted (ET)
Jun 22, 2016 · 4:19 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 StockF2 | Jun 20, 2016 | S | 7,995 | $17.5525 | D | 70,174 | D | |
| Voting Common StockF2,F4,F5,F6 | Jun 20, 2016 | S | 32 | $17.5525 | D | 10,084,502 | I | See Footnotes |
| Voting Common StockF2,F6,F8 | Jun 20, 2016 | S | 221 | $17.5525 | D | 10,084,281 | I | See Footnotes |
| Voting Common StockF2,F10,F11 | Jun 20, 2016 | S | 396,804 | $17.5525 | D | 9,687,477 | I | See Footnotes |
| Voting Common StockF2,F11,F13 | Jun 20, 2016 | S | 5,189 | $17.5525 | D | 9,682,288 | I | See Footnotes |
| Voting Common StockF2,F11,F15 | Jun 20, 2016 | S | 102,744 | $17.5525 | D | 9,579,544 | I | See Footnotes |
| Voting Common StockF2,F11,F17 | Jun 20, 2016 | S | 691 | $17.5525 | D | 9,578,853 | I | See Footnotes |
| Voting Common StockF2,F11,F19 | Jun 20, 2016 | S | 1,594 | $17.5525 | D | 9,577,259 | I | See Footnotes |
| Voting Common StockF2,F11,F21 | Jun 20, 2016 | S | 5,520 | $17.5525 | D | 9,571,739 | I | See Footnotes |
| Voting Common StockF2,F11,F23 | Jun 20, 2016 | S | 216 | $17.5525 | D | 9,571,523 | I | See Footnotes |
| Voting Common StockF25 | Jun 21, 2016 | S | 7 | $17.5575 | D | 70,167 | D | |
| Voting Common StockF25,F11,F27 | Jun 21, 2016 | S | 338 | $17.5575 | D | 9,571,185 | I | See Footnotes |
| Voting Common StockF25,F11,F29 | Jun 21, 2016 | S | 4 | $17.5575 | D | 9,571,181 | I | See Footnotes |
| Voting Common StockF25,F11,F31 | Jun 21, 2016 | S | 88 | $17.5575 | D | 9,571,093 | I | See Footnotes |
| Voting Common StockF25,F11,F33 | Jun 21, 2016 | S | 1 | $17.5575 | D | 9,571,092 | I | See Footnotes |
| Voting Common StockF25,F11,F35 | Jun 21, 2016 | S | 1 | $17.5575 | D | 9,571,091 | I | See Footnotes |
| Voting Common StockF25,F11,F37 | Jun 21, 2016 | S | 5 | $17.5575 | D | 9,571,086 | I | See Footnotes |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1On June 20, 2016, Mr. Muse sold 7,995 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 9,687,477 shares of Voting Common Stock, (a) 569 shares are directly owned by MFE, (b) 4,119 shares are directly owned by JRM, (c) 7,403,400 shares are directly owned by Fund III, (d) 102,002 shares are directly owned by HM3 Coinvestors, (e) 2,019,694 shares are directly owned by Fund IV, (f) 13,584 shares are directly owned by Private Fund IV, (g) 31,342 shares are directly owned by HM4-EQ Coinvestors, (h) 108,514 shares are directly owned by HM&Co. and (i) 4,253 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 20, 2016, HM3 Coinvestors sold 5,189 shares of Voting Common Stock pursuant to the 10b5-1 Plan.
- F13Of the 9,682,288 shares of Voting Common Stock, (a) 569 shares are directly owned by MFE, (b) 4,119 shares are directly owned by JRM, (c) 7,403,400 shares are directly owned by Fund III, (d) 96,813 shares are directly owned by HM3 Coinvestors, (e) 2,019,694 shares are directly owned by Fund IV, (f) 13,584 shares are directly owned by Private Fund IV, (g) 31,342 shares are directly owned by HM4-EQ Coinvestors, (h) 108,514 shares are directly owned by HM&Co. and (i) 4,253 shares are directly owned by HMCP I.
- F14On June 20, 2016, Fund IV sold 102,744 shares of Voting Common Stock pursuant to the 10b5-1 Plan.
- F15Of the 9,579,544 shares of Voting Common Stock, (a) 569 shares are directly owned by MFE, (b) 4,119 shares are directly owned by JRM, (c) 7,403,400 shares are directly owned by Fund III, (d) 96,813 shares are directly owned by HM3 Coinvestors, (e) 1,916,950 shares are directly owned by Fund IV, (f) 13,584 shares are directly owned by Private Fund IV, (g) 31,342 shares are directly owned by HM4-EQ Coinvestors, (h) 108,514 shares are directly owned by HM&Co. and (i) 4,253 shares are directly owned by HMCP I.
- F16On June 20, 2016, Private Fund IV sold 691 shares of Voting Common Stock pursuant to the 10b5-1 Plan.
- F17Of the 9,578,853 shares of Voting Common Stock, (a) 569 shares are directly owned by MFE, (b) 4,119 shares are directly owned by JRM, (c) 7,403,400 shares are directly owned by Fund III, (d) 96,813 shares are directly owned by HM3 Coinvestors, (e) 1,916,950 shares are directly owned by Fund IV, (f) 12,893 shares are directly owned by Private Fund IV, (g) 31,342 shares are directly owned by HM4-EQ Coinvestors, (h) 108,514 shares are directly owned by HM&Co. and (i) 4,253 shares are directly owned by HMCP I.
- F18On June 20, 2016, HM4-EQ Coinvestors sold 1,594 shares of Voting Common Stock pursuant to the 10b5-1 Plan.
- F19Of the 9,577,259 shares of Voting Common Stock, (a) 569 shares are directly owned by MFE, (b) 4,119 shares are directly owned by JRM, (c) 7,403,400 shares are directly owned by Fund III, (d) 96,813 shares are directly owned by HM3 Coinvestors, (e) 1,916,950 shares are directly owned by Fund IV, (f) 12,893 shares are directly owned by Private Fund IV, (g) 29,748 shares are directly owned by HM4-EQ Coinvestors, (h) 108,514 shares are directly owned by HM&Co. and (i) 4,253 shares are directly owned by HMCP I.
- F2The shares were sold in multiple trades at prices ranging from $17.50 to $17.73. 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 20, 2016, HM&Co. sold 5,520 shares of Voting Common Stock pursuant to the 10b5-1 Plan.
- F21Of the 9,571,739 shares of Voting Common Stock, (a) 569 shares are directly owned by MFE, (b) 4,119 shares are directly owned by JRM, (c) 7,403,400 shares are directly owned by Fund III, (d) 96,813 shares are directly owned by HM3 Coinvestors, (e) 1,916,950 shares are directly owned by Fund IV, (f) 12,893 shares are directly owned by Private Fund IV, (g) 29,748 shares are directly owned by HM4-EQ Coinvestors, (h) 102,994 shares are directly owned by HM&Co. and (i) 4,253 shares are directly owned by HMCP I.
- F22On June 20, 2016, HMCP I sold 216 shares of Voting Common Stock pursuant to the 10b5-1 Plan.
- F23Of the 9,571,523 shares of Voting Common Stock, (a) 569 shares are directly owned by MFE, (b) 4,119 shares are directly owned by JRM, (c) 7,403,400 shares are directly owned by Fund III, (d) 96,813 shares are directly owned by HM3 Coinvestors, (e) 1,916,950 shares are directly owned by Fund IV, (f) 12,893 shares are directly owned by Private Fund IV, (g) 29,748 shares are directly owned by HM4-EQ Coinvestors, (h) 102,994 shares are directly owned by HM&Co. and (i) 4,037 shares are directly owned by HMCP I.
- F24On June 21, 2016, Mr. Muse sold 7 shares of Voting Common Stock pursuant to the 10b5-1 Plan.
- F25The shares were sold in multiple trades at prices ranging from $17.53 to $17.58. 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 21, 2016, Fund III sold 338 shares of Voting Common Stock pursuant to the 10b5-1 Plan.
- F27Of the 9,571,185 shares of Voting Common Stock, (a) 569 shares are directly owned by MFE, (b) 4,119 shares are directly owned by JRM, (c) 7,403,062 shares are directly owned by Fund III, (d) 96,813 shares are directly owned by HM3 Coinvestors, (e) 1,916,950 shares are directly owned by Fund IV, (f) 12,893 shares are directly owned by Private Fund IV, (g) 29,748 shares are directly owned by HM4-EQ Coinvestors, (h) 102,994 shares are directly owned by HM&Co. and (i) 4,037 shares are directly owned by HMCP I.
- F28On June 21, 2016, HM3 Coinvestors sold 4 shares of Voting Common Stock pursuant to the 10b5-1 Plan.
- F29Of the 9,571,181 shares of Voting Common Stock, (a) 569 shares are directly owned by MFE, (b) 4,119 shares are directly owned by JRM, (c) 7,403,062 shares are directly owned by Fund III, (d) 96,809 shares are directly owned by HM3 Coinvestors, (e) 1,916,950 shares are directly owned by Fund IV, (f) 12,893 shares are directly owned by Private Fund IV, (g) 29,748 shares are directly owned by HM4-EQ Coinvestors, (h) 102,994 shares are directly owned by HM&Co. and (i) 4,037 shares are directly owned by HMCP I.
- F3On June 20, 2016, Muse Family Enterprises, Ltd., a Texas limited partnership ("MFE"), sold 32 shares of Voting Common Stock pursuant to the 10b5-1 Plan.
- F30On June 21, 2016, Fund IV sold 88 shares of Voting Common Stock pursuant to the 10b5-1 Plan.
- F31Of the 9,571,093 shares of Voting Common Stock, (a) 569 shares are directly owned by MFE, (b) 4,119 shares are directly owned by JRM, (c) 7,403,062 shares are directly owned by Fund III, (d) 96,809 shares are directly owned by HM3 Coinvestors, (e) 1,916,862 shares are directly owned by Fund IV, (f) 12,893 shares are directly owned by Private Fund IV, (g) 29,748 shares are directly owned by HM4-EQ Coinvestors, (h) 102,994 shares are directly owned by HM&Co. and (i) 4,037 shares are directly owned by HMCP I.
- F32On June 21, 2016, Private Fund IV sold 1 share of Voting Common Stock pursuant to the 10b5-1 Plan.
- F33Of the 9,571,092 shares of Voting Common Stock, (a) 569 shares are directly owned by MFE, (b) 4,119 shares are directly owned by JRM, (c) 7,403,062 shares are directly owned by Fund III, (d) 96,809 shares are directly owned by HM3 Coinvestors, (e) 1,916,862 shares are directly owned by Fund IV, (f) 12,892 shares are directly owned by Private Fund IV, (g) 29,748 shares are directly owned by HM4-EQ Coinvestors, (h) 102,994 shares are directly owned by HM&Co. and (i) 4,037 shares are directly owned by HMCP I.
- F34On June 21, 2016, HM4-EQ Coinvestors sold 1 share of Voting Common Stock pursuant to the 10b5-1 Plan.
- F35Of the 9,571,091 shares of Voting Common Stock, (a) 569 shares are directly owned by MFE, (b) 4,119 shares are directly owned by JRM, (c) 7,403,062 shares are directly owned by Fund III, (d) 96,809 shares are directly owned by HM3 Coinvestors, (e) 1,916,862 shares are directly owned by Fund IV, (f) 12,892 shares are directly owned by Private Fund IV, (g) 29,747 shares are directly owned by HM4-EQ Coinvestors, (h) 102,994 shares are directly owned by HM&Co. and (i) 4,037 shares are directly owned by HMCP I.
- F36On June 21, 2016, HM&Co. sold 5 shares of Voting Common Stock pursuant to the 10b5-1 Plan.
- F37Of the 9,571,086 shares of Voting Common Stock, (a) 569 shares are directly owned by MFE, (b) 4,119 shares are directly owned by JRM, (c) 7,403,062 shares are directly owned by Fund III, (d) 96,809 shares are directly owned by HM3 Coinvestors, (e) 1,916,862 shares are directly owned by Fund IV, (f) 12,892 shares are directly owned by Private Fund IV, (g) 29,747 shares are directly owned by HM4-EQ Coinvestors, (h) 102,989 shares are directly owned by HM&Co. and (i) 4,037 shares are directly owned by HMCP I.
- F4Of the 10,084,502 shares of Voting Common Stock, (a) 569 shares are directly owned by MFE, (b) 4,340 shares are directly owned by JRM Interim Investors, L.P., a Texas limited partnership ("JRM"), (c) 7,800,204 shares are directly owned by Hicks, Muse, Tate & Furst Equity Fund III, L.P., a Delaware limited partnership ("Fund III"), (d) 102,002 shares are directly owned by HM3 Coinvestors, L.P., a Texas limited partnership ("HM3 Coinvestors"), (e) 2,019,694 shares are directly owned by Hicks, Muse, Tate & Furst Equity Fund IV, L.P., a Delaware limited partnership ("Fund IV"), (f) 13,584 shares are directly owned by Hicks, Muse, Tate & Furst Private Equity Fund IV, L.P., a Delaware limited partnership ("Private Fund IV"), (g) 31,342 shares are directly owned by HM4-EQ Coinvestors, L.P., a Texas limited partnership ("HM4-EQ Coinvestors"), (h) 108,514 shares are directly owned by Hicks, Muse & Co. Partners, L.P., a Texas limited partnership ("HM&Co."), (Continued in footnote 5)
- F5and (i) 4,253 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 20, 2016, JRM sold 221 shares of Voting Common Stock pursuant to the 10b5-1 Plan.
- F8Of the 10,084,281 shares of Voting Common Stock, (a) 569 shares are directly owned by MFE, (b) 4,119 shares are directly owned by JRM, (c) 7,800,204 shares are directly owned by Fund III, (d) 102,002 shares are directly owned by HM3 Coinvestors, (e) 2,019,694 shares are directly owned by Fund IV, (f) 13,584 shares are directly owned by Private Fund IV, (g) 31,342 shares are directly owned by HM4-EQ Coinvestors, (h) 108,514 shares are directly owned by HM&Co. and (i) 4,253 shares are directly owned by HMCP I.
- F9On June 20, 2016, Fund III sold 396,804 shares of Voting Common Stock pursuant to the 10b5-1 Plan.