Statement of Changes in Beneficial Ownership (4)
February 12 2021 - 6:54PM
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
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3235-0287
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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
*
AI Entertainment Holdings LLC |
2. Issuer Name and Ticker or Trading Symbol
Warner Music Group Corp.
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WMG
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner _____ Officer (give title below) _____ Other (specify below)
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(Last)
(First)
(Middle)
C/O ACCESS INDUSTRIES, INC., 40 WEST 57TH STREET, 28TH FLOOR |
3. Date of Earliest Transaction
(MM/DD/YYYY)
2/10/2021 |
(Street)
NEW YORK, NY 10019
(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
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X
_ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Class A Common Stock | 2/10/2021 | | C | | 4735076 | A | $0.00 | 4735076 | D (1) | |
Class A Common Stock | 2/10/2021 | | S | | 4735076 | D | $38.25 | 0 | D (1) | |
Class A Common Stock | 2/10/2021 | | C | | 19550 | A | $0.00 | 19550 | I | By partnership (2) |
Class A Common Stock | 2/10/2021 | | S | | 19550 | D | $38.25 | 0 | I | By partnership (2) |
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 |
Class B Common Stock | (3) | 2/10/2021 | | C | | | 4735076 | (3) | (3) | Class A Common Stock | 4735076 | (3) | 375522435 | D (1) | |
Class B Common Stock | (3) | 2/10/2021 | | C | | | 19550 | (3) | (3) | Class A Common Stock | 19550 | (3) | 1618553 | I | By partnership (2) |
Explanation of Responses: |
(1) | The securities reported are held directly by AI Entertainment Holdings LLC ("AIEH") and may be deemed to be beneficially owned by AIPH Holdings LLC ("AIPH"), Access Industries Holdings LLC ("AIH"), Access Industries, LLC ("AI"), Access Industries Management, LLC ("AIM") and Mr. Blavatnik, because AIPH is the parent of AIEH, AIH controls a majority of the outstanding voting interests in AIPH, AI controls a majority of the outstanding voting interests in AIH, AIM controls AI and AIH and Mr. Blavatnik is the controlling person of AIM and controls a majority of the outstanding voting interests in AI. Each of the reporting persons (other than AIEH) disclaims beneficial ownership of these securities, except to the extent of its or his pecuniary interest therein, and this Form shall not be construed as an admission that any such reporting person is the beneficial owner of any of the securities reported on this Form. |
(2) | The securities reported are held directly by Altep 2012 L.P. ("Altep 2012") and may be deemed to be beneficially owned by AI Altep Holdings, Inc. and Mr. Blavatnik because AI Altep Holdings, Inc. is the general partner of Altep 2012 and Mr. Blavatnik controls AI Altep Holdings, Inc. Each of the reporting persons (other than Altep 2012) disclaims beneficial ownership of these securities, except to the extent of its or his pecuniary interest therein, and this Form shall not be construed as an admission that any such reporting person is the beneficial owner of any such securities. |
(3) | Each share of Class B Common Stock is convertible at any time at the option of the holder into one share of Class A Common Stock and has no expiration date. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
AI Entertainment Holdings LLC C/O ACCESS INDUSTRIES, INC. 40 WEST 57TH STREET, 28TH FLOOR NEW YORK, NY 10019 |
| X |
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Altep 2012 L.P. C/O ACCESS INDUSTRIES, INC. 40 WEST 57TH STREET, 28TH FLOOR NEW YORK, NY 10019 |
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| Affiliate of 10% Owner |
AI Altep Holdings, Inc C/O ACCESS INDUSTRIES, INC. 40 WEST 57TH STREET, 28TH FLOOR NEW YORK, NY 10019 |
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| Affiliate of 10% Owner |
ACCESS INDUSTRIES, LLC 40 WEST 57TH STREET, 28TH FLOO NEW YORK, NY 10019 |
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| Affiliate of 10% Owner |
AIPH Holdings LLC C/O ACCESS INDUSTRIES, INC. 40 WEST 57TH STREET, 28TH FLOOR NEW YORK, NY 10019 |
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| Affiliate of 10% Owner |
Access Industries Holdings LLC C/O ACCESS INDUSTRIES, INC. 40 WEST 57TH STREET, 28TH FLOOR NEW YORK, NY 10019 |
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| Affiliate of 10% Owner |
ACCESS INDUSTRIES MANAGEMENT, LLC C/O ACCESS INDUSTRIES, INC. 40 WEST 57TH STREET, 28TH FLOOR NEW YORK, NY 10019 |
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| Affiliate of 10% Owner |
Blavatnik Len C/O ACCESS INDUSTRIES, INC. 40 WEST 57TH STREET, 28TH FLOOR NEW YORK, NY 10019 | X |
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| Affiliate of 10% Owner |
Signatures
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/s/ Alejandro Moreno for AI Entertainment Holdings LLC | | 2/12/2021 |
**Signature of Reporting Person | Date |
/s/ Alejandro Moreno for Altep 2012 L.P. | | 2/12/2021 |
**Signature of Reporting Person | Date |
/s/ Alejandro Moreno for AI Altep Holdings, Inc. | | 2/12/2021 |
**Signature of Reporting Person | Date |
/s/ Alejandro Moreno for Access Industries, LLC | | 2/12/2021 |
**Signature of Reporting Person | Date |
/s/ Alejandro Moreno for AIPH Holdings LLC | | 2/12/2021 |
**Signature of Reporting Person | Date |
/s/ Alejandro Moreno for Access Industries Holdings LLC | | 2/12/2021 |
**Signature of Reporting Person | Date |
/s/ Alejandro Moreno for Access Industries Management, LLC | | 2/12/2021 |
**Signature of Reporting Person | Date |
/s/ Trent N. Tappe, as Attorney-in-Fact for Len Blavatnik | | 2/12/2021 |
**Signature of Reporting Person | Date |
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