SEC Form 4 · accession 0000899243-16-024968
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
Jul 8, 2016
Accepted (ET)
Jul 12, 2016 · 4:40 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 | Jul 8, 2016 | S | 566 | $17.5415 | D | 69,601 | D | |
| Voting Common StockF2,F4,F5,F6 | Jul 8, 2016 | S | 2 | $17.5415 | D | 9,571,084 | I | See Footnotes |
| Voting Common StockF2,F6,F8 | Jul 8, 2016 | S | 16 | $17.5415 | D | 9,571,068 | I | See Footnotes |
| Voting Common StockF2,F10,F11 | Jul 8, 2016 | S | 28,103 | $17.5415 | D | 9,542,965 | I | See Footnotes |
| Voting Common StockF2,F11,F13 | Jul 8, 2016 | S | 368 | $17.5415 | D | 9,542,597 | I | See Footnotes |
| Voting Common StockF2,F11,F15 | Jul 8, 2016 | S | 7,277 | $17.5415 | D | 9,535,320 | I | See Footnotes |
| Voting Common StockF2,F11,F17 | Jul 8, 2016 | S | 49 | $17.5415 | D | 9,535,271 | I | See Footnotes |
| Voting Common StockF2,F11,F19 | Jul 8, 2016 | S | 113 | $17.5415 | D | 9,535,158 | I | See Footnotes |
| Voting Common StockF2,F11,F21 | Jul 8, 2016 | S | 391 | $17.5415 | D | 9,534,767 | I | See Footnotes |
| Voting Common StockF2,F11,F23 | Jul 8, 2016 | S | 15 | $17.5415 | D | 9,534,752 | I | See Footnotes |
| Voting Common StockF25 | Jul 11, 2016 | S | 17,534 | $17.5034 | D | 52,067 | D | |
| Voting Common StockF25,F6,F27 | Jul 11, 2016 | S | 67 | $17.5034 | D | 9,534,685 | I | See Footnotes |
| Voting Common StockF25,F6,F29 | Jul 11, 2016 | S | 484 | $17.5034 | D | 9,534,201 | I | See Footnotes |
| Voting Common StockF25,F11,F31 | Jul 11, 2016 | S | 870,218 | $17.5034 | D | 8,663,983 | I | See Footnotes |
| Voting Common StockF25,F11,F33 | Jul 11, 2016 | S | 11,380 | $17.5034 | D | 8,652,603 | I | See Footnotes |
| Voting Common StockF25,F11,F35 | Jul 11, 2016 | S | 225,324 | $17.5034 | D | 8,427,279 | I | See Footnotes |
| Voting Common StockF25,F11,F37 | Jul 11, 2016 | S | 1,515 | $17.5034 | D | 8,425,764 | I | See Footnotes |
| Voting Common StockF25,F11,F39 | Jul 11, 2016 | S | 3,497 | $17.5034 | D | 8,422,267 | I | See Footnotes |
| Voting Common StockF25,F11,F41 | Jul 11, 2016 | S | 12,106 | $17.5034 | D | 8,410,161 | I | See Footnotes |
| Voting Common StockF25,F11,F43 | Jul 11, 2016 | S | 475 | $17.5034 | D | 8,409,686 | I | See Footnotes |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1On July 8, 2016, Mr. Muse sold 566 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 9,542,965 shares of Voting Common Stock, (a) 567 shares are directly owned by MFE, (b) 4,103 shares are directly owned by JRM, (c) 7,374,959 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.
- 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 July 8, 2016, HM3 Coinvestors sold 368 shares of Voting Common Stock pursuant to the 10b5-1 Plan.
- F13Of the 9,542,597 shares of Voting Common Stock, (a) 567 shares are directly owned by MFE, (b) 4,103 shares are directly owned by JRM, (c) 7,374,959 shares are directly owned by Fund III, (d) 96,441 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.
- F14On July 8, 2016, Fund IV sold 7,277 shares of Voting Common Stock pursuant to the 10b5-1 Plan.
- F15Of the 9,535,320 shares of Voting Common Stock, (a) 567 shares are directly owned by MFE, (b) 4,103 shares are directly owned by JRM, (c) 7,374,959 shares are directly owned by Fund III, (d) 96,441 shares are directly owned by HM3 Coinvestors, (e) 1,909,585 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.
- F16On July 8, 2016, Private Fund IV sold 49 shares of Voting Common Stock pursuant to the 10b5-1 Plan.
- F17Of the 9,535,271 shares of Voting Common Stock, (a) 567 shares are directly owned by MFE, (b) 4,103 shares are directly owned by JRM, (c) 7,374,959 shares are directly owned by Fund III, (d) 96,441 shares are directly owned by HM3 Coinvestors, (e) 1,909,585 shares are directly owned by Fund IV, (f) 12,843 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.
- F18On July 8, 2016, HM4-EQ Coinvestors sold 113 shares of Voting Common Stock pursuant to the 10b5-1 Plan.
- F19Of the 9,535,158 shares of Voting Common Stock, (a) 567 shares are directly owned by MFE, (b) 4,103 shares are directly owned by JRM, (c) 7,374,959 shares are directly owned by Fund III, (d) 96,441 shares are directly owned by HM3 Coinvestors, (e) 1,909,585 shares are directly owned by Fund IV, (f) 12,843 shares are directly owned by Private Fund IV, (g) 29,634 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.
- F2The shares were sold in multiple trades at prices ranging from $17.50 to $17.63. 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 July 8, 2016, HM&Co. sold 391 shares of Voting Common Stock pursuant to the 10b5-1 Plan.
- F21Of the 9,534,767 shares of Voting Common Stock, (a) 567 shares are directly owned by MFE, (b) 4,103 shares are directly owned by JRM, (c) 7,374,959 shares are directly owned by Fund III, (d) 96,441 shares are directly owned by HM3 Coinvestors, (e) 1,909,585 shares are directly owned by Fund IV, (f) 12,843 shares are directly owned by Private Fund IV, (g) 29,634 shares are directly owned by HM4-EQ Coinvestors, (h) 102,598 shares are directly owned by HM&Co. and (i) 4,037 shares are directly owned by HMCP I.
- F22On July 8, 2016, HMCP I sold 15 shares of Voting Common Stock pursuant to the 10b5-1 Plan.
- F23Of the 9,534,752 shares of Voting Common Stock, (a) 567 shares are directly owned by MFE, (b) 4,103 shares are directly owned by JRM, (c) 7,374,959 shares are directly owned by Fund III, (d) 96,441 shares are directly owned by HM3 Coinvestors, (e) 1,909,585 shares are directly owned by Fund IV, (f) 12,843 shares are directly owned by Private Fund IV, (g) 29,634 shares are directly owned by HM4-EQ Coinvestors, (h) 102,598 shares are directly owned by HM&Co. and (i) 4,022 shares are directly owned by HMCP I.
- F24On July 11, 2016, Mr. Muse sold 17,534 shares of Voting Common Stock pursuant to the 10b5-1 Plan.
- F25The shares were sold in multiple trades at prices ranging from $17.50 to $17.71. 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 July 11, 2016, MFE sold 67 shares of Voting Common Stock pursuant to the 10b5-1 Plan.
- F27Of the 9,534,685 shares of Voting Common Stock, (a) 500 shares are directly owned by MFE, (b) 4,103 shares are directly owned by JRM, (c) 7,374,959 shares are directly owned by Fund III, (d) 96,441 shares are directly owned by HM3 Coinvestors, (e) 1,909,585 shares are directly owned by Fund IV, (f) 12,843 shares are directly owned by Private Fund IV, (g) 29,634 shares are directly owned by HM4-EQ Coinvestors, (h) 102,598 shares are directly owned by HM&Co. and (i) 4,022 shares are directly owned by HMCP I.
- F28On July 11, 2016, JRM sold 484 shares of Voting Common Stock pursuant to the 10b5-1 Plan.
- F29Of the 9,534,201 shares of Voting Common Stock, (a) 500 shares are directly owned by MFE, (b) 3,619 shares are directly owned by JRM, (c) 7,374,959 shares are directly owned by Fund III, (d) 96,441 shares are directly owned by HM3 Coinvestors, (e) 1,909,585 shares are directly owned by Fund IV, (f) 12,843 shares are directly owned by Private Fund IV, (g) 29,634 shares are directly owned by HM4-EQ Coinvestors, (h) 102,598 shares are directly owned by HM&Co. and (i) 4,022 shares are directly owned by HMCP I.
- F3On July 8, 2016, Muse Family Enterprises, Ltd., a Texas limited partnership ("MFE"), sold 2 shares of Voting Common Stock pursuant to the 10b5-1 Plan.
- F30On July 11, 2016, Fund III sold 870,218 shares of Voting Common Stock pursuant to the 10b5-1 Plan.
- F31Of the 8,663,983 shares of Voting Common Stock, (a) 500 shares are directly owned by MFE, (b) 3,619 shares are directly owned by JRM, (c) 6,504,741 shares are directly owned by Fund III, (d) 96,441 shares are directly owned by HM3 Coinvestors, (e) 1,909,585 shares are directly owned by Fund IV, (f) 12,843 shares are directly owned by Private Fund IV, (g) 29,634 shares are directly owned by HM4-EQ Coinvestors, (h) 102,598 shares are directly owned by HM&Co. and (i) 4,022 shares are directly owned by HMCP I.
- F32On July 11, 2016, HM3 Coinvestors sold 11,380 shares of Voting Common Stock pursuant to the 10b5-1 Plan.
- F33Of the 8,652,603 shares of Voting Common Stock, (a) 500 shares are directly owned by MFE, (b) 3,619 shares are directly owned by JRM, (c) 6,504,741 shares are directly owned by Fund III, (d) 85,061 shares are directly owned by HM3 Coinvestors, (e) 1,909,585 shares are directly owned by Fund IV, (f) 12,843 shares are directly owned by Private Fund IV, (g) 29,634 shares are directly owned by HM4-EQ Coinvestors, (h) 102,598 shares are directly owned by HM&Co. and (i) 4,022 shares are directly owned by HMCP I.
- F34On July 11, 2016, Fund IV sold 225,324 shares of Voting Common Stock pursuant to the 10b5-1 Plan.
- F35Of the 8,427,279 shares of Voting Common Stock, (a) 500 shares are directly owned by MFE, (b) 3,619 shares are directly owned by JRM, (c) 6,504,741 shares are directly owned by Fund III, (d) 85,061 shares are directly owned by HM3 Coinvestors, (e) 1,684,261 shares are directly owned by Fund IV, (f) 12,843 shares are directly owned by Private Fund IV, (g) 29,634 shares are directly owned by HM4-EQ Coinvestors, (h) 102,598 shares are directly owned by HM&Co. and (i) 4,022 shares are directly owned by HMCP I.
- F36On July 11, 2016, Private Fund IV sold 1,515 shares of Voting Common Stock pursuant to the 10b5-1 Plan.
- F37Of the 8,425,764 shares of Voting Common Stock, (a) 500 shares are directly owned by MFE, (b) 3,619 shares are directly owned by JRM, (c) 6,504,741 shares are directly owned by Fund III, (d) 85,061 shares are directly owned by HM3 Coinvestors, (e) 1,684,261 shares are directly owned by Fund IV, (f) 11,328 shares are directly owned by Private Fund IV, (g) 29,634 shares are directly owned by HM4-EQ Coinvestors, (h) 102,598 shares are directly owned by HM&Co. and (i) 4,022 shares are directly owned by HMCP I.
- F38On July 11, 2016, HM4-EQ Coinvestors sold 3,497 shares of Voting Common Stock pursuant to the 10b5-1 Plan.
- F39Of the 8,422,267 shares of Voting Common Stock, (a) 500 shares are directly owned by MFE, (b) 3,619 shares are directly owned by JRM, (c) 6,504,741 shares are directly owned by Fund III, (d) 85,061 shares are directly owned by HM3 Coinvestors, (e) 1,684,261 shares are directly owned by Fund IV, (f) 11,328 shares are directly owned by Private Fund IV, (g) 26,137 shares are directly owned by HM4-EQ Coinvestors, (h) 102,598 shares are directly owned by HM&Co. and (i) 4,022 shares are directly owned by HMCP I.
- F4Of the 9,571,084 shares of Voting Common Stock, (a) 567 shares are directly owned by MFE, (b) 4,119 shares are directly owned by JRM Interim Investors, L.P., a Texas limited partnership ("JRM"), (c) 7,403,062 shares are directly owned by Hicks, Muse, Tate & Furst Equity Fund III, L.P., a Delaware limited partnership ("Fund III"), (d) 96,809 shares are directly owned by HM3 Coinvestors, L.P., a Texas limited partnership ("HM3 Coinvestors"), (e) 1,916,862 shares are directly owned by Hicks, Muse, Tate & Furst Equity Fund IV, L.P., a Delaware limited partnership ("Fund IV"), (f) 12,892 shares are directly owned by Hicks, Muse, Tate & Furst Private Equity Fund IV, L.P., a Delaware limited partnership ("Private Fund IV"), (g) 29,747 shares are directly owned by HM4-EQ Coinvestors, L.P., a Texas limited partnership ("HM4-EQ Coinvestors"), (h) 102,989 shares are directly owned by Hicks, Muse & Co. Partners, L.P., a Texas limited partnership ("HM&Co."), (Continued in footnote 5)
- F40On July 11, 2016, HM&Co. sold 12,106 shares of Voting Common Stock pursuant to the 10b5-1 Plan.
- F41Of the 8,410,161 shares of Voting Common Stock, (a) 500 shares are directly owned by MFE, (b) 3,619 shares are directly owned by JRM, (c) 6,504,741 shares are directly owned by Fund III, (d) 85,061 shares are directly owned by HM3 Coinvestors, (e) 1,684,261 shares are directly owned by Fund IV, (f) 11,328 shares are directly owned by Private Fund IV, (g) 26,137 shares are directly owned by HM4-EQ Coinvestors, (h) 90,492 shares are directly owned by HM&Co. and (i) 4,022 shares are directly owned by HMCP I.
- F42On July 11, 2016, HMCP I sold 475 shares of Voting Common Stock pursuant to the 10b5-1 Plan.
- F43Of the 8,409,686 shares of Voting Common Stock, (a) 500 shares are directly owned by MFE, (b) 3,619 shares are directly owned by JRM, (c) 6,504,741 shares are directly owned by Fund III, (d) 85,061 shares are directly owned by HM3 Coinvestors, (e) 1,684,261 shares are directly owned by Fund IV, (f) 11,328 shares are directly owned by Private Fund IV, (g) 26,137 shares are directly owned by HM4-EQ Coinvestors, (h) 90,492 shares are directly owned by HM&Co. and (i) 3,547 shares are directly owned by HMCP I.
- F5and (i) 4,037 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 July 8, 2016, JRM sold 16 shares of Voting Common Stock pursuant to the 10b5-1 Plan.
- F8Of the 9,571,068 shares of Voting Common Stock, (a) 567 shares are directly owned by MFE, (b) 4,103 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.
- F9On July 8, 2016, Fund III sold 28,103 shares of Voting Common Stock pursuant to the 10b5-1 Plan.