0001571049-16-011284.txt : 20160128
0001571049-16-011284.hdr.sgml : 20160128
20160128210456
ACCESSION NUMBER: 0001571049-16-011284
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20160126
FILED AS OF DATE: 20160128
DATE AS OF CHANGE: 20160128
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Townsquare Media, Inc.
CENTRAL INDEX KEY: 0001499832
STANDARD INDUSTRIAL CLASSIFICATION: RADIO BROADCASTING STATIONS [4832]
IRS NUMBER: 271996555
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 240 GREENWICH AVE.
CITY: GREENWICH
STATE: CT
ZIP: 06830
BUSINESS PHONE: 203-861-0900
MAIL ADDRESS:
STREET 1: 240 GREENWICH AVE.
CITY: GREENWICH
STATE: CT
ZIP: 06830
FORMER COMPANY:
FORMER CONFORMED NAME: Townsquare Media, LLC
DATE OF NAME CHANGE: 20100824
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Schatz Scott
CENTRAL INDEX KEY: 0001614340
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36558
FILM NUMBER: 161370748
MAIL ADDRESS:
STREET 1: C/O TOWNSQUARE MEDIA, LLC
STREET 2: 240 GREENWICH AVENUE
CITY: GREENWICH
STATE: CT
ZIP: 06830
4
1
t1600261_x7-schatz.xml
OWNERSHIP DOCUMENT
X0306
4
2016-01-26
0
0001499832
Townsquare Media, Inc.
TSQ
0001614340
Schatz Scott
C/O TOWNSQUARE MEDIA, INC.
240 GREENWICH AVENUE
GREENWICH
CT
06830
0
1
0
0
EVP, Finance Op and Tech
Options to Purchase Class B Common Stock
8.96
2016-01-26
4
A
0
75000
0
A
2021-01-26
Class B Common Stock
75000
328002
D
The Reporting Person's options vest and become exercisable as follows: (i) the options shall vest and become exercisable with respect to fifty percent (50%) of the shares of Class B Common Stock underlying the options on the third anniversary of the date of the grant (the "Grant Date") and (ii) the options shall vest and become exercisable with respect to the remaining fifty percent (50%) of the shares of Class B Common Stock underlying the options upon the fourth anniversary of the Grant Date.
In connection with the issuer's initial public offering (the "IPO") in July 2014, the Reporting Person entered into a stockholders' agreement (the "Stockholders' Agreement") with OCM POF IV AIF GAP Holdings, L.P. ("GAP Holdings"), OCM PF/FF Radio Holdings PT, L.P. ("Radio Holdings"), FiveWire Media Ventures, LLC ("FiveWire") and the other members of FiveWire. Pursuant to the Stockholders' Agreement, FiveWire and its members have agreed to support certain nominees of GAP Holdings, Radio Holdings and their affiliates (collectively, "Oaktree"), as directors of the issuer, and have granted to Oaktree an irrevocable proxy to vote the shares of Class B common stock of the issuer into which the securities held by FiveWire and its members were converted at the time of the IPO. As a result, Oaktree may be deemed to form a "group" with FiveWire and its members.
The Reporting Person disclaims beneficial ownership of any securities held by the other parties to the Stockholders' Agreement, except to the extent of his pecuniary interest therein.
/s/ Christopher Kitchen as attorney-in-fact for Scott Schatz
2016-01-28