0000950142-19-001157.txt : 20190523 0000950142-19-001157.hdr.sgml : 20190523 20190523190348 ACCESSION NUMBER: 0000950142-19-001157 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20190521 FILED AS OF DATE: 20190523 DATE AS OF CHANGE: 20190523 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Frey Andrew CENTRAL INDEX KEY: 0001681489 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35886 FILM NUMBER: 19851654 MAIL ADDRESS: STREET 1: 10802 EXECUTIVE CENTER DRIVE STREET 2: SUITE 300 CITY: LITTLE ROCK STATE: AR ZIP: 72211 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: HEMISPHERE MEDIA GROUP, INC. CENTRAL INDEX KEY: 0001567345 STANDARD INDUSTRIAL CLASSIFICATION: CABLE & OTHER PAY TELEVISION SERVICES [4841] IRS NUMBER: 800885255 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 4000 PONCE DE LEON BLVD., SUITE 650 CITY: CORAL GABLES STATE: FL ZIP: 33146 BUSINESS PHONE: 305-421-6364 MAIL ADDRESS: STREET 1: 4000 PONCE DE LEON BLVD., SUITE 650 CITY: CORAL GABLES STATE: FL ZIP: 33146 4 1 es1900699_4-frey.xml OWNERSHIP DOCUMENT X0306 4 2019-05-21 0 0001567345 HEMISPHERE MEDIA GROUP, INC. HMTV 0001681489 Frey Andrew 745 FIFTH AVENUE, 27TH FLOOR NEW YORK NY 10151 1 0 0 0 CLASS A COMMON STOCK 2019-05-21 4 A 0 6873 0 A 6873 D CLASS A COMMON STOCK 2019-05-21 4 J 0 6873 0 D 0 D Represents restricted shares of Hemisphere Media Group, Inc. (the "Company") Class A common stock, par value $0.0001 per share ("Common Stock") granted to Mr. Frey in connection with his service on the Company's Board of Directors pursuant to the Hemisphere Media Group, Inc. Amended and Restated 2013 Equity Incentive Plan. The number of restricted shares was calculated by dividing $100,000 by the closing share price of the Common Stock on May 21, 2019, the date of grant. The restricted stock will vest on the day preceding the Company's 2020 annual meeting, subject to Mr. Frey's continued service as a director on such vesting date. All restricted shares referred to in the preceding note 1 were transferred by Mr. Frey and are owned by Searchlight Capital Partners, LP, a Delaware limited partnership ("SCP LP"). See Remarks below. Mr. Frey, a manager of Searchlight II HMT GP, LLC ("SCP HMT GP"), a Delaware limited liability company and an affiliate of SCP LP, serves on the board of directors of the Company. Mr. Frey was selected by SCP HMT GP as a designee to the board of directors of the Company pursuant to the Stockholders Agreement, dated as of September 6, 2016, as amended by Amendment No. 1, dated as of October 21, 2016, by and among the Company, Gato Investments LP, InterMedia Hemisphere Roll-Over L.P., InterMedia Partners VII, L.P., Gemini Latin Holdings, LLC, Peter M. Kern and Searchlight II HMT, L.P. /s/ Andrew Frey 2019-05-23