The disclosure in Item 2(b) is hereby amended by adding the New Group Members at the end
thereof as follows:
Trusts:
CFD 2019 GRAT #1M is a trust established under the laws of the State of New York for the benefit of Charles F. Dolan and has an address of c/o
Dolan Family Office, attention: President, 340 Crossways Park Drive, Woodbury, New York 11797. Charles F. Dolan is the sole trustee of the CFD 2019 GRAT #1M.
HAD 2019 GRAT #1M is a trust established under the laws of the State of New York for the benefit of Helen A. Dolan and has an address of c/o
Dolan Family Office, attention: President, 340 Crossways Park Drive, Woodbury, New York 11797. Helen A. Dolan is the sole trustee of the HAD 2019 GRAT #1M.
The disclosure in Item 2(d) is hereby amended by adding the following at the end thereof:
Neither New Group Member, during the last five years, has been convicted in a criminal proceeding (excluding traffic violations or similar
misdemeanors).
The disclosure in Item 2(e) is hereby amended by adding the following at the end thereof:
Neither New Group Member, during the last five years, has been a party to a civil proceeding of a judicial body of competent jurisdiction and
as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such
laws.
Item 3
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Source and Amount of Funds or Other Consideration
|
The disclosure in Item 3 is hereby amended by adding the following at the end thereof:
The CFD 2019 GRAT #1M was formed by Charles F. Dolan on December 20, 2019, and on December 23, 2019, the CFD 2009 Trust contributed
the number of shares of the Issuers Class B Common Stock indicated as owned by the GRAT in Item 5 of this Amendment No. 5 to Schedule 13D to the GRAT.
The HAD 2019 GRAT #1M was formed by Helen A. Dolan on December 20, 2019, and on December 23, 2019, the HAD 2009 Trust contributed
the number of shares of the Issuers Class B Common Stock indicated as owned by the GRAT in Item 5 of this Amendment No. 5 to Schedule 13D to the GRAT.
No funds were exchanged in connection with any of the foregoing transfers of shares of the Issuers Class B Common Stock.
Please see Item 5(c) for additional information regarding the transactions effected on December 23, 2019. The information with respect to
these transactions is incorporated by reference herein.
Item 4
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Purpose of Transaction
|
The disclosure in Item 4 is hereby amended by adding the following to the end thereof:
Each of the transactions described in Item 3 above effected by Charles F. Dolan and Helen A. Dolan on December 23, 2019 was effected for
estate planning purposes for Charles F. Dolan and Helen A. Dolan.
Item 5
|
Interest in Securities of the Issuer
|
The disclosure in Item 5(a) and (b) is hereby amended and restated to read in its entirety as follows:
(a) and (b) the Group Members may be deemed to beneficially own an aggregate of 5,213,794 shares of Class A Common Stock as a result
of their beneficial ownership of (i) 684,277 shares of Class A Common Stock, and (ii) 4,529,517 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock. This aggregate amount
represents approximately 21.7% of the total shares of the Issuers common stock currently outstanding. Group Members in the aggregate may be deemed to have the current shared power to vote or direct the vote of and to dispose of or direct the
disposition of 4,529,517 shares of Class A Common Stock issuable upon conversion of
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