CUSIP No. 42365Q103
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SCHEDULE 13D |
Page 2 of 4
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1
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NAME OF REPORTING PERSON OR
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Sokol, Alan J.
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a) o
(b) o
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS
SC
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
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o |
6
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CITIZENSHIP OR PLACE OF ORGANIZATION
United States
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH
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7
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SOLE VOTING POWER
1,341,171 (1) (2) (See Item 4 and Item 5)
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8
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SHARED VOTING POWER
0
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9
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SOLE DISPOSITIVE POWER
941,171 (2) (See Item 4 and Item 5)
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10
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SHARED DISPOSITIVE POWER
0
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,341,171 (1)(2) (See Item 4 and Item 5)
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12
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
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o |
13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
6.4% (3)
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14
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TYPE OF REPORTING PERSON
IN
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(1) |
Includes 300,000 shares of restricted Class A common stock granted pursuant to the Hemisphere Media Group, Inc. Amended and Restated 2013 Equity Incentive Plan that will vest in equal annual installments on each of the first three anniversaries of April 5, 2019, subject to the Reporting Person’s continued employment with Hemisphere Media Group, Inc. Includes 100,000 shares of restricted Class A common stock that will vest upon the fair market value of the Class A common stock price reaching or exceeding $15.00 per share on at least ten trading days (which need not be consecutive) following April 4, 2013 (the “Effective Date”).
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(2) |
Includes 366,171 shares of Class A common stock and 575,000 shares of Class A common stock issuable upon exercise of stock options exercisable within 60 days of August 13, 2019. Does not include (i) 212,500 shares of Class A common stock issuable upon exercise of stock options that will vest upon the fair market value of the Class A common stock price reaching or exceeding $15.00 per share on at least ten trading days (which need not be consecutive) following the Effective Date, (ii) 37,500 shares of Class A common stock issuable upon exercise of stock options that will vest upon the fair market value of the Class A common stock price reaching or exceeding $15.00 per share on at least ten trading days (which need not be consecutive) following the Effective Date, which options are being held in constructive trust by the Reporting Person until the vesting condition is satisfied, at which point such options shall be transferred as previously reported by Reporting Person, and (iii) 500,000 shares of Class A common stock issuable upon exercise of stock options that will vest in equal annual installments on each of the first three anniversaries of April 5, 2019.
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(3) |
Based on 20,256,791 shares of Issuer’s Class A common stock issued and outstanding as of August 13, 2019.
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CUSIP No. 42365Q103
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SCHEDULE 13D |
Page 3 of 4
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CUSIP No. 42365Q103
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SCHEDULE 13D |
Page 4 of 4
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By:
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/s/ Alan J. Sokol | |||
Name: | Alan J. Sokol | |||
Title: |
Chief Executive Officer, President
and Director of the Issuer
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