Amended Statement of Beneficial Ownership (sc 13d/a)
March 26 2021 - 2:19PM
Edgar (US Regulatory)
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
SCHEDULE
13D
Under the Securities Exchange Act of 1934
(Amendment No. #4)
TRIBUNE
PUBLISHING COMPANY
(Name of Issuer)
Common
(Title of Class of Securities)
89609W107
(CUSIP Number)
|
Danielle Price
Holland & Knight LLP
701 Brickell Avenue,
Suite 3300
Miami, FL 33131
|
|
(Name, Address and Telephone
Number of Person
Authorized to Receive Notices and Communications)
March 25, 2021
(Date of Event which Requires Filing of this Statement)
If
the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D,
and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box: ¨
*The remainder of this cover page shall be filled out for a reporting
person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information
which would alter disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall
not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise
subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
CUSIP No.
89609W107
|
Page
1 of 4 Pages
|
1
|
Name of Reporting
Person
Mason
P. Slaine Revocable Trust
|
I.R.S.
IDENTIFICATION No. (Entities Only)
02238 3942
|
2
|
Check
the appropriate box if a member of a group
|
(a)
¨
(b) ¨
|
3
|
SEC use only
|
|
4
|
Source
of Funds
|
PF
|
5
|
Check
if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d)
or 2(e)
|
¨
|
6
|
Citizenship
or Place of Organization
|
Florida
|
Number OF
Shares
Beneficially
Owned by
Each
Reporting
Person With
|
7
|
Sole
Voting Power
|
0
|
8
|
Shared
Voting Power
|
1,2641,56
|
9
|
Sole
Dispositive Power
|
0
|
10
|
Shared
Dispositive Power
|
1,264,156
|
11
|
Aggregate
Amount Beneficially Owned by each Reporting Person
|
1,264,156
|
12
|
Check
if the Aggregate Amount in Row (11) Excludes Certain Shares
|
¨
|
13
|
Percent
of Class Represented by Amount in Row (11) (1)
|
3.4%
|
14
|
Type
of Reporting Person
|
OO
|
(1) Based on information contained in the Annual Report on Form 10-K
filed with the SEC by the Issuer on March 8, 2021 that there are 36,794,401 shares of Common Stock outstanding as of March 5, 2021.
CUSIP No.
89609W107
|
Page
2 of 4
|
1
|
Name of Reporting Person
Mason P. Slaine
|
2
|
Check
the appropriate box if a member of a group
|
(a)
¨
(b) ¨
|
3
|
SEC use only
|
|
4
|
Source
of Funds
|
PF
|
5
|
Check
if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)
|
¨
|
6
|
Citizenship
or Place of Organization
|
USA
|
Number OF
Shares
Beneficially
Owned by
Each
Reporting
Person With
|
7
|
Sole
Voting Power
|
0
|
8
|
Shared
Voting Power
|
1,264,156
|
9
|
Sole
Dispositive Power
|
0
|
10
|
Shared
Dispositive Power
|
1,264,156
|
11
|
Aggregate
Amount Beneficially Owned by each Reporting Person
|
1,264,156
|
12
|
Check
if the Aggregate Amount in Row (11) Excludes Certain Shares
|
¨
|
13
|
Percent
of Class Represented by Amount in Row (11) (1)
|
3.4%
|
14
|
Type
of Reporting Person
|
IN
|
(1) Based on information contained in the Annual Report on Form 10-K
filed with the SEC by the Issuer on March 8, 2021 that there are 36,794,401 shares of Common Stock outstanding as of March 5, 2021.
CUSIP No.
89609W107
|
Page
3 of 4
|
Item
1. Security and Issuer.
This
Amendment No. 4 (this “Amendment”) amends certain Items of the Statement on Schedule 13D filed with the Securities and Exchange
Commission (the “SEC”) on March 17, 2020, as amended on March 18, 2020, April 3, 2020, and February 22, 2021 (collectively,
the “Schedule 13D”) by furnishing the information set forth below. This Amendment and the Schedule 13D relates to
the Common Stock, $0.01 par value per share (the “Shares”) of Tribune Publishing Company, a Delaware corporation (the “Issuer”).
Except as set forth below, all previous Items on the Schedule 13D are unchanged. Capitalized terms used but not defined herein shall
have the meanings ascribed in the Schedule 13D and any amendments thereto.
Item
5. Interest in Securities of the Issuer.
(a) Pursuant
to the most recently filed Annual Report on Form 10-K filed with the SEC by the Issuer on March 8, 2021, the Issuer had 36,794,401
Shares outstanding. The MPS Revocable Trust is the owner of 1,264,156 Shares or 3.4% of the total number of outstanding Shares. MPS,
as the sole trustee of the MPS Revocable Trust, may be deemed the beneficial owner of 1,264,156 Shares held directly by the MPS Revocable
Trust as record owner.
(b) Each
of the Reporting Persons has shared power to vote and dispose of 1,264,156 Shares reported on the Schedule 13D.
(c) The
transactions in the Issuer's Shares effected since the last amendment to this Schedule 13D includes broker sales set forth below:
Date
|
|
|
Amount
|
|
|
Price ($)
|
|
|
03/25/2021
|
|
|
|
450,000
|
|
|
|
17.2599
|
|
|
03/24/2021
|
|
|
|
41,822
|
|
|
|
17.4997
|
|
|
03/23/2021
|
|
|
|
13,020
|
|
|
|
17.1309
|
|
|
03/16/2021
|
|
|
|
64,216
|
|
|
|
17.2009
|
|
|
03/15/2021
|
|
|
|
140,032
|
|
|
|
17.0597
|
|
|
03/12/2021
|
|
|
|
5,992
|
|
|
|
17.0500
|
|
Except as described in this Amendment and the Schedule 13D, there
have been no other transactions in the Issuer's Shares effected by the Reporting Persons since the last amendment to the Schedule 13D.
Item 7. Material to be Filed as Exhibits.
Exhibit A – Joint Filing Agreement dated
March 26, 2021.
CUSIP No.
89609W107
|
Page
4 of 4
|
SIGNATURE
After reasonable inquiry
and to the best of our knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete
and correct.
March 26, 2021
|
Mason P. Slaine
Revocable Trust
|
|
|
|
By:
|
/s/ Mason P. Slaine
|
|
Name: Mason P. Slaine
|
|
Title: Trustee
|
|
|
|
Mason P. Slaine
|
|
|
|
By:
|
/s/ Mason P. Slaine
|
|
Name: Mason P. Slaine
|
Exhibits:
Exhibit A- Joint Filing Agreement
EXHIBIT A
JOINT FILING AGREEMENT
In accordance with Rule 13d-1(k) under the Securities
Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of an amendment to their statement
on Schedule 13D (including amendments thereto) with respect to the Common Stock of Tribune Publishing Company and further agree that
this agreement be included as an exhibit to such filing. Each party to the agreement expressly authorizes each other party to file on
its behalf any and all amendments to such statement. Each party to this agreement agrees that this joint filing agreement may be signed
in counterparts.
In evidence whereof, the undersigned have caused this Joint Filing
Agreement to be executed on their behalf this 26th day of March, 2021.
|
Mason P. Slaine
Revocable Trust
|
|
|
|
By:
|
/s/ Mason P. Slaine
|
|
Name: Mason P. Slaine
|
|
Title: Trustee
|
|
|
|
Mason P. Slaine
|
|
|
|
By:
|
/s/ Mason P. Slaine
|
|
Name: Mason P. Slaine
|
Tribune Publishing (NASDAQ:TPCO)
Historical Stock Chart
From Jun 2024 to Jul 2024
Tribune Publishing (NASDAQ:TPCO)
Historical Stock Chart
From Jul 2023 to Jul 2024