Statement of Changes in Beneficial Ownership (4)
December 02 2021 - 05:03PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5
obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL
OWNERSHIP OF SECURITIES
|
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
|
|
| 1. Name
and Address of Reporting Person * MALONE
JOHN C |
2. Issuer Name and Ticker or Trading
Symbol Discovery, Inc. [ DISCA ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)__X__
Director __X__
10% Owner
_____ Officer (give title
below) _____ Other
(specify below)
|
|
(Last)
(First)
(Middle)
230 PARK AVENUE SOUTH |
3. Date of Earliest Transaction (MM/DD/YYYY)
11/30/2021
|
|
(Street)
NEW YORK, NY 10003
(City)
(State)
(Zip)
|
4. If Amendment, Date Original Filed
(MM/DD/YYYY)
|
6. Individual or Joint/Group Filing
(Check Applicable Line) _X _ Form filed by One Reporting Person
___ 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 |
|
Series C Common Stock |
11/30/2021 |
|
S |
|
200043 |
D |
$22.55 (1) |
7934319 (2) |
I |
By Trust (3) |
|
Series C Common Stock |
11/30/2021 |
|
S |
|
119957 |
D |
$23.44 (4) |
7814362 |
I |
By Trust (3) |
|
Series C Common Stock |
12/1/2021 |
|
S |
|
120000 |
D |
$23.07 (5) |
7694362 |
I |
By Trust (3) |
|
Series C Common Stock |
12/1/2021 |
|
S |
|
25000 |
D |
$22.51 (6) |
7669362 |
I |
By Trust (3) |
|
Series C Common Stock |
|
|
|
|
|
|
|
3652000 |
D |
|
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible
securities)
|
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) |
The price reported
represents the weighted average sale price of shares of Series C
common stock sold in multiple transactions at prices ranging from
$22.15 to $22.99 per share. The reporting person will provide to
the Issuer, any security holder of the Issuer, or the SEC staff,
upon request, information regarding the number of shares purchased
at each price within the range. |
| (2) |
This amount was adjusted to
reflect that on March 8, 2021, the reporting person's spouse
transferred 1,316,424 shares to the Malone Discovery 2021 CRT, of
which the reporting person is the sole trustee. |
| (3) |
The reporting person is the
sole trustee of, and with his spouse, retains a unitrust interest
in the trust. |
| (4) |
The price reported
represents the weighted average sale price of shares of Series C
common stock sold in multiple transactions at prices ranging from
$23.00 to $23.90 per share. The reporting person will provide to
the Issuer, any security holder of the Issuer, or the SEC staff,
upon request, information regarding the number of shares purchased
at each price within the range. |
| (5) |
The price reported
represents the weighted average sale price of shares of Series C
common stock sold in multiple transactions at prices ranging from
$22.59 to $23.35 per share. The reporting person will provide to
the Issuer, any security holder of the Issuer, or the SEC staff,
upon request, information regarding the number of shares purchased
at each price within the range. |
| (6) |
The price reported
represents the weighted average sale price of shares of Series C
common stock sold in multiple transactions at prices ranging from
$22.30 to $22.63 per share. The reporting person will provide to
the Issuer, any security holder of the Issuer, or the SEC staff,
upon request, information regarding the number of shares purchased
at each price within the range. |
Remarks:
The trading symbols for the Issuer's Series A, Series B and Series
C common stock are, respectively, DISCA, DISCB and DISCK. |
Reporting
Owners
|
|
Reporting Owner Name / Address |
Relationships
|
|
Director |
10% Owner |
Officer |
Other |
MALONE JOHN C
230 PARK AVENUE SOUTH
NEW YORK, NY 10003 |
X |
X |
|
|
Signatures
|
|
Tara L. Smith, by power of
attorney |
|
12/2/2021 |
| **Signature of
Reporting Person |
Date |
Discovery (NASDAQ:DISCA)
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