Statement of Changes in Beneficial Ownership (4)
November 22 2022 - 05:23PM
Edgar (US Regulatory)
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FORM 4
[ ] Check this box if no longer subject to Section
16. Form 4 or Form 5 obligations may continue. See
Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL
OWNERSHIP OF SECURITIES
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OMB
APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response... 0.5 |
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Filed pursuant to Section 16(a) of the
Securities Exchange Act of 1934 or Section 30(h) of the Investment
Company Act of 1940
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| 1. Name
and Address of Reporting Person * Cerberus Capital
Management, L.P. |
2. Issuer Name and Ticker or Trading
Symbol COMSCORE, INC. [ SCOR ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)__X__
Director __X__
10% Owner
_____ Officer (give title
below) _____ Other
(specify below)
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|
(Last)
(First)
(Middle)
875 THIRD AVENUE, 11TH FLOOR |
3. Date of Earliest Transaction (MM/DD/YYYY)
11/18/2022
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(Street)
NEW YORK, NY 10022
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line) ___
Form filed by One Reporting Person
_ X _ Form filed by More than One Reporting
Person |
Table I - Non-Derivative Securities Acquired, Disposed of, or
Beneficially Owned
|
1.Title of Security
(Instr. 3) |
2. Trans. Date |
2A. Deemed Execution Date, if any |
3. Trans. Code
(Instr. 8) |
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) |
5. Amount of Securities Beneficially Owned Following
Reported Transaction(s)
(Instr. 3 and 4) |
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4) |
7. Nature of Indirect Beneficial Ownership (Instr.
4) |
|
Code |
V |
Amount |
(A) or (D) |
Price |
|
Common Stock |
11/18/2022 |
|
P |
|
50000 |
A |
$1.4999 (1) |
600157 |
D |
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|
Common Stock |
11/21/2022 |
|
P |
|
25000 |
A |
$1.4798 (2) |
625157 |
D |
|
|
Common Stock |
11/22/2022 |
|
P |
|
629 |
A |
$1.4492 (3) |
625786 |
D |
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Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible
securities)
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1. Title of Derivate Security
(Instr. 3) |
2. Conversion or Exercise Price of Derivative
Security |
3. Trans. Date |
3A. Deemed Execution Date, if any |
4. Trans. Code
(Instr. 8) |
5. Number of Derivative Securities Acquired (A) or
Disposed of (D)
(Instr. 3, 4 and 5) |
6. Date Exercisable and Expiration Date |
7. Title and Amount of Securities Underlying
Derivative Security
(Instr. 3 and 4) |
8. Price of Derivative Security
(Instr. 5) |
9. Number of derivative Securities Beneficially
Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct
(D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr.
4) |
|
Code |
V |
(A) |
(D) |
Date Exercisable |
Expiration Date |
Title |
Amount or Number of Shares |
| Explanation of
Responses: |
| (1) |
This transaction was
executed in multiple trades at prices ranging from $1.48 to $1.50.
The price reported above reflects the weighted average purchase
price. The reporting persons hereby undertake to provide, upon
request, full information regarding the number of shares and prices
at which the transaction was effected to the SEC staff, the issuer
or a security holder of the issuer. |
| (2) |
This transaction was
executed in multiple trades at prices ranging from $1.47 to $1.48.
The price reported above reflects the weighted average purchase
price. The reporting persons hereby undertake to provide, upon
request, full information regarding the number of shares and prices
at which the transaction was effected to the SEC staff, the issuer
or a security holder of the issuer. |
| (3) |
This transaction was
executed in multiple trades at prices ranging from $1.445 to $1.45.
The price reported above reflects the weighted average purchase
price. The reporting persons hereby undertake to provide, upon
request, full information regarding the number of shares and prices
at which the transaction was effected to the SEC staff, the issuer
or a security holder of the issuer. |
Remarks:
For the purposes of Section 16 of the Securities Exchange Act, the
interests of Cerberus Capital Management, L.P. and Pine Investor,
LLC reported herein are limited to the pecuniary interest, if any,
of each of Cerberus Capital Management, L.P. and Pine Investor,
LLC, respectively, in such securities. |
Reporting
Owners
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|
Reporting Owner Name / Address |
Relationships
|
|
Director |
10% Owner |
Officer |
Other |
Cerberus Capital Management, L.P.
875 THIRD AVENUE
11TH FLOOR
NEW YORK, NY 10022 |
X |
X |
|
|
Pine Investor, LLC
875 THIRD AVENUE
NEW YORK, NY 10022 |
X |
X |
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Signatures
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Cerberus Capital Management, L.P., By: /s/
Alexander D. Benjamin |
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11/22/2022 |
| **Signature of
Reporting Person |
Date |
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Pine Investor, LLC, By: /s/ Alexander D.
Benjamin |
|
11/22/2022 |
| **Signature of
Reporting Person |
Date |
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Reminder: Report on a separate line for each class
of securities beneficially owned directly or
indirectly. |
| * |
If the form is filed by more than one
reporting person, see Instruction 4(b)(v). |
| ** |
Intentional misstatements or omissions
of facts constitute Federal Criminal Violations. See 18
U.S.C. 1001 and 15 U.S.C. 78ff(a). |
| Note: |
File three copies of this Form, one of
which must be manually signed. If space is insufficient, see
Instruction 6 for procedure. |
|
Persons who respond to the collection of information
contained in this form are not required to respond unless the form
displays a currently valid OMB control number. |
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