0000899243-23-001595.txt : 20230111 0000899243-23-001595.hdr.sgml : 20230111 20230111161514 ACCESSION NUMBER: 0000899243-23-001595 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20230101 FILED AS OF DATE: 20230111 DATE AS OF CHANGE: 20230111 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: COCHRANE JUSTIN CENTRAL INDEX KEY: 0001958853 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-32663 FILM NUMBER: 23523734 MAIL ADDRESS: STREET 1: 4830 NORTH LOOP 1604W, SUITE 111 CITY: SAN ANTONIO STATE: TX ZIP: 78249 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Clear Channel Outdoor Holdings, Inc. CENTRAL INDEX KEY: 0001334978 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-ADVERTISING [7310] IRS NUMBER: 880318078 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 4830 NORTH LOOP 1604W, SUITE 111 CITY: SAN ANTONIO STATE: TX ZIP: 78249 BUSINESS PHONE: 210-822-2828 MAIL ADDRESS: STREET 1: 4830 NORTH LOOP 1604W, SUITE 111 CITY: SAN ANTONIO STATE: TX ZIP: 78249 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2023-01-01 0 0001334978 Clear Channel Outdoor Holdings, Inc. CCO 0001958853 COCHRANE JUSTIN C/O CLEAR CHANNEL OUTDOOR HOLDINGS, INC. 4830 NORTH LOOP 1604W, SUITE 111 SAN ANTONIO TX 78249 0 1 0 0 CEO, UK & Europe Common Stock 696978 D Option (Right to Buy) 4.65 2023-04-10 Common Stock 1852 D Option (Right to Buy) 5.85 2024-04-04 Common Stock 2963 D Option (Right to Buy) 7.71 2025-06-15 Common Stock 4154 D Option (Right to Buy) 5.69 2026-06-03 Common Stock 2432 D Restricted Stock Units Common Stock 48544 D Includes 504,036 restricted stock units, of which 118,476 vest on February 22, 2023, 80,747 vest on April 1, 2023, 9,311 vest on May 22, 2023, 82,125 vest on October 1, 2023, 80,747 vest on April 1, 2024, 82,125 vest on October 1, 2024 and 50,505 vest on April 1, 2025. Options are fully vested. Restricted stock units, which vest fully on April 1, 2023. Once vested, the restricted stock units may be settled in shares of common stock, or in cash equal to the fair market value of the number of vested shares, at the election of the compensation committee of the board of directors. Exhibit 24 - Power of Attorney /s/ Lynn A. Feldman, as Attorney-in-fact on behalf of Justin Cochrane 2023-01-11 EX-24.1 2 attachment1.htm EX-24.1 DOCUMENT

                                                                    Exhibit 24.1

                         LIMITED POWER OF ATTORNEY FOR
                         SECTION 16 REPORTING PURPOSES

                                DECEMBER 8, 2022

     KNOW ALL BY THESE PRESENTS, that the undersigned hereby constitutes and
appoints each of Lynn A. Feldman, Brian D. Coleman and Alex L. Winkelman,
signing singly, the undersigned's true and lawful attorney-in-fact to: (i)
execute for and on behalf of the undersigned, in the undersigned's capacity as
an officer and/or director and/or owner of greater than 10% of the outstanding
common stock of Clear Channel Outdoor Holdings, Inc., a Delaware corporation
(the "Company"), Forms 3, 4 and 5 in accordance with Section 16(a) of the
Securities Exchange Act of 1934 and the rules thereunder; (ii) do and perform
any and all acts for and on behalf of the undersigned that may be necessary or
desirable to complete and execute any such Form 3, 4 or 5 and timely file such
form with the United States Securities and Exchange Commission and any stock
exchange or similar authority; and (iii) take any other action of any type
whatsoever in connection with the foregoing that, in the opinion of 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 Securities Exchange Act of 1934.

     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 the date first written above.



                                    Signed and acknowledged:


                                      /s/ Justin Cochrane
                                      ---------------------
                                      Name: Justin Cochrane