0001209191-19-029167.txt : 20190510 0001209191-19-029167.hdr.sgml : 20190510 20190510210427 ACCESSION NUMBER: 0001209191-19-029167 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20190430 FILED AS OF DATE: 20190510 DATE AS OF CHANGE: 20190510 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Grimes Suzanne M CENTRAL INDEX KEY: 0001563653 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38108 FILM NUMBER: 19816663 MAIL ADDRESS: STREET 1: 200 EAST BASSE ROAD CITY: SAN ANTONIO STATE: TX ZIP: 78209 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: CUMULUS MEDIA INC CENTRAL INDEX KEY: 0001058623 STANDARD INDUSTRIAL CLASSIFICATION: RADIO BROADCASTING STATIONS [4832] IRS NUMBER: 364159663 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 3280 PEACHTREE ROAD N.W. STREET 2: SUITE 2300 CITY: ATLANTA STATE: GA ZIP: 30305 BUSINESS PHONE: 4049490700 MAIL ADDRESS: STREET 1: 3280 PEACHTREE ROAD N.W. STREET 2: SUITE 2300 CITY: ATLANTA STATE: GA ZIP: 30305 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2019-04-30 0 0001058623 CUMULUS MEDIA INC CMLS 0001563653 Grimes Suzanne M C/O CUMULUS MEDIA INC. 3280 PEACHTREE ROAD NW SUITE 2200 ATLANTA GA 30305 0 1 0 0 EVP/Corporate Marketing Class A Common Stock, par value $0.0000001 per share 2864 D Class A Common Stock, par value $0.0000001 per share 13707 D Class A Common Stock, par value $0.0000001 per share 6700 D Stock Options (right to buy) 25.70 2028-06-05 Class A Common Stock, par value $0.0000001 per share 27415 D Represents grant of restricted stock units, 30% of which vest on each of June 5, 2019 and June 5, 2020, and 20% of which vest on each of June 5, 2021 and June 5, 2022. Each restricted stock unit represents a right to receive one share of Class A common stock. Represents grant of restricted stock units, 30% of which vest on each of February 1, 2020 and February 1, 2021, and 20% of which vest on each of February 1, 2022 and February 1, 2023. Each restricted stock unit represents a right to receive one share of Class A common stock. Represents grant of stock options, 30% of which vest on each of June 5, 2019 and June 5, 2020, and 20% of which vest on each of June 5, 2021 and June 5, 2022. See Exhibit 24 for power of attorney. Richard S. Denning, Attorney-In-Fact 2019-05-10 EX-24 2 attachment1.htm EX-24 DOCUMENT

POWER OF ATTORNEY

KNOW ALL MEN BY THESE PRESENTS, that the undersigned hereby constitutes and
appoints each of John Abbot, the Company's Executive Vice President, Treasurer
and Chief Financial Officer, and Richard S. Denning the Company's Executive Vice
President, Secretary and General Counsel, signing singly and with full power of
substitution and resubstitution, the undersigned's true and lawful
attorney-in-fact to:

(1) execute for and on behalf of the undersigned, in the undersigned's capacity
as a director or officer of Cumulus Media Inc. (the "Company"), Forms 3, 4 and
5, including any amendments thereto, in accordance with Section 16(a) of the
Securities Exchange Act of 1934 and the rules and regulations thereunder (the
"Exchange Act")?

(2) do and perform any and all acts for and on behalf of the undersigned which
may be necessary or desirable to complete and execute any such Form 3, 4 or 5,
including any amendments thereto, and timely file such form with the United
States Securities and Exchange Commission and any stock exchange or similar
authority? and

(3) take any other action of any type whatsoever in connection with the
foregoing which, in the opinion of such attorney-in-fact, may be of benefit to,
in the best interests of, or legally required by, the undersigned, it being
understood that the documents executed by such attorney-in-fact on behalf of the
undersigned pursuant to this Power of Attorney shall be in such form and shall
contain such terms and conditions as such attorney-in-fact may approve in such
attorney-in-fact's discretion.

The undersigned hereby grants to each such attorney-in-fact full power and
authority to do and perform any and every act and thing whatsoever requisite,
necessary, or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might or
could do if personally present, with full power of substitution or revocation,
hereby ratifying and confirming all that such attorney-in-fact, or such
attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be
done by virtue of this power of attorney and the rights and powers herein
granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in
serving in such capacity at the request of the undersigned, are not assuming,
nor is the Company assuming, any of the undersigned's responsibilities to comply
with Section 16 of the Exchange Act.

This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms 3, 4 and 5 with respect to the
undersigned's holdings of and transactions in securities issued by the Company,
unless earlier revoked by the undersigned in a signed writing delivered to the
foregoing attorneys-in-fact.

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as of this 10th day of May, 2019.

/s/ Suzanne M. Grimes
Signature

Suzanne M. Grimes
Print Name