Amended Statement of Ownership (sc 13g/a)
February 14 2022 - 5:01PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 6)*
Grupo Televisa, S.A.B.
(Name of Issuer)
Global Depositary
Shares, each representing five CPOs
(Title of Class of Securities)
40049J206
(CUSIP Number)
December 31, 2021
(Date of Event Which
Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which
this Schedule is filed:
¨
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Rule 13d-1(b)
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x
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Rule 13d-1(c)
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¨
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Rule 13d-1(d)
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*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 the disclosures provided in a prior cover page.
The information required in 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. 40049J206
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1.
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Names of Reporting Persons
Melinda French Gates
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2.
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Check the Appropriate Box if a Member of a Group (See Instructions)
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(a)
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¨
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(b)
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x
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3.
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SEC Use Only
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4.
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Citizenship or Place of Organization
United States of America
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
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5.
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Sole Voting Power
31,075,803 GDS equivalents, which represent 155,379,015 CPOs (1)
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6.
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Shared Voting Power
3,415,501 GDS equivalents, which represent 17,077,505 CPOs (1) (2)
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7.
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Sole Dispositive Power
31,075,803 GDS equivalents, which represent 155,379,015 CPOs (1)
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8.
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Shared Dispositive Power
3,415,501 GDS equivalents, which represent 17,077,505 CPOs (1) (2)
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9.
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Aggregate Amount Beneficially Owned by Each Reporting Person
34,491,304 GDS equivalents, which represent 172,456,520 CPOs (1) (2)
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10.
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Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) ¨
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11.
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Percent of Class Represented by Amount in Row (9)
6.2% (3)
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12.
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Type of Reporting Person (See Instructions)
IN
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(1)
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Represents the total number of Global Depositary Shares (“GDS”)
and Ordinary Participation Certificates (“CPO”) of Grupo Televisa, S.A.B. (the “Issuer”) held by the Reporting
Person, as converted to GDS (“GDS equivalents”). Each GDS represents five CPOs. Each CPO represents 25 Series “A”
Shares, 22 Series “B” Shares, 35 Series “D” Shares, and 35 Series “L” shares, all without par value.
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(2)
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Bill & Melinda Gates Foundation Trust (the “Trust”) beneficially owns 3,415,501 GDS equivalents. For purposes of Rule
13d-3 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), all of the Issuer’s GDS equivalents
beneficially owned by the Trust may be deemed to be beneficially owned by William H. Gates III and Melinda French Gates as Co-Trustees
of the Trust.
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(3)
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Based on 560 million GDS equivalents outstanding on September 30,
2021. The percent of GDS equivalents in Row 11 represents 6.2% of the CPOs outstanding, which in turn represents 3.8% of the Series “A”
Shares and 7.4% of each of the Series “B” Shares, Series “D” Shares, and Series “L” shares outstanding.
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CUSIP
No. 40049J206
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1.
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Names of Reporting Persons
Bill & Melinda Gates Foundation Trust
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2.
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Check the Appropriate Box if a Member of a Group (See Instructions)
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(a)
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¨
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(b)
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x
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3.
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SEC Use Only
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4.
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Citizenship or Place of Organization
State of Washington
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
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5.
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Sole Voting Power
-0-
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6.
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Shared Voting Power
3,415,501 GDS equivalents, which represent 17,077,505 CPOs (1) (2)
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7.
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Sole Dispositive Power
-0-
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8.
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Shared Dispositive Power
3,415,501 GDS equivalents, which represent 17,077,505 CPOs (1) (2)
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9.
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Aggregate Amount Beneficially Owned by Each Reporting Person
3,415,501 GDS equivalents, which represent 17,077,505 CPOs (1) (2)
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10.
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Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) ¨
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11.
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Percent of Class Represented by Amount in Row (9)
0.6% (3)
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12.
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Type of Reporting Person (See Instructions)
OO
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(1)
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Represents the total number of GDS and CPO of the Issuer held
by the Reporting Person, as converted to GDS equivalents. Each GDS represents five CPOs. Each CPO represents 25 Series “A”
Shares, 22 Series “B” Shares, 35 Series “D” Shares, and 35 Series “L” shares, all without par value.
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(2)
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For purposes of Rule 13d-3 under the Exchange Act, all of the Issuer’s GDS equivalents beneficially owned by the Trust may be
deemed to be beneficially owned by William H. Gates III and Melinda French Gates as Co-Trustees of the Trust.
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(3)
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Based on 560 million GDS equivalents outstanding on September 30,
2021. The percent of GDS equivalents in Row 11 represents 0.6% of the CPOs outstanding, which in turn represents 0.4% of the Series “A”
Shares and 0.7% of each of the Series “B” Shares, Series “D” Shares, and Series “L” shares outstanding.
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CUSIP
No. 40049J206
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1.
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Names of Reporting Persons
William H. Gates III
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2.
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Check the Appropriate Box if a Member of a Group (See Instructions)
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(a)
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¨
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(b)
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x
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3.
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SEC Use Only
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4.
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Citizenship or Place of Organization
United States of America
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
|
5.
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Sole Voting Power
-0-
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6.
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Shared Voting Power
3,415,501 GDS equivalents, which represent 17,077,505 CPOs (1) (2)
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7.
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Sole Dispositive Power
-0-
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8.
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Shared Dispositive Power
3,415,501 GDS equivalents, which represent 17,077,505 CPOs (1) (2)
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9.
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Aggregate Amount Beneficially Owned by Each Reporting Person
3,415,501 GDS equivalents, which represent 17,077,505 CPOs (1) (2)
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10.
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Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) ¨
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11.
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Percent of Class Represented by Amount in Row (9)
0.6% (3)
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12.
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Type of Reporting Person (See Instructions)
IN
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(1)
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Represents the total number of GDS and CPO of the Issuer held by the Reporting Person, as converted to GDS equivalents. Each GDS represents
five CPOs. Each CPO represents 25 Series “A” Shares, 22 Series “B” Shares, 35 Series “D” Shares, and
35 Series “L” shares, all without par value.
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(2)
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The Trust beneficially owns 3,415,501 GDS equivalents. For purposes of Rule 13d-3 under the Exchange Act, all of the Issuer’s
GDS equivalents beneficially owned by the Trust may be deemed to be beneficially owned by William H. Gates III and Melinda French Gates
as Co-Trustees of the Trust.
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(3)
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Based on 560 million GDS equivalents outstanding on September 30,
2021. The percent of GDS equivalents in Row 11 represents 0.6% of the CPOs outstanding, which in turn represents 0.4% of the Series “A”
Shares and 0.7% of each of the Series “B” Shares, Series “D” Shares, and Series “L” shares outstanding.
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Item 1.
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(a)
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Name of Issuer
Grupo Televisa, S.A.B. (the “Issuer”)
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(b)
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Address of Issuer’s Principal Executive Offices
Av. Vasco de Quiroga No. 2000
Colonia Santa Fe
01210 Mexico City
Mexico
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Item 2.
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(a)
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Name of Person Filing
Melinda French Gates (“MFG”), Bill & Melinda Gates Foundation Trust (the “Trust”), and William H. Gates III (“WHG,” and together with MFG and the Trust, the “Reporting Persons”) (1)
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(b)
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Address of Principal Business Office or, if none, Residence
MFG – 500 Fifth Avenue North, Seattle, Washington 98109
The Trust – 2365 Carillon Point, Kirkland, WA 98033
WHG – 500 Fifth Avenue North, Seattle, Washington 98109
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(c)
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Citizenship
MFG is a citizen of the United States of America.
The Trust is a charitable trust organized under the laws of the State
of Washington.
WHG is a citizen of the United States of America.
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(d)
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Title of Class of Securities
Global Depositary Shares, each representing five Ordinary Participation Certificates, no par value.
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(e)
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CUSIP Number
40049J206
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Item 3.
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If this statement is filed pursuant to Rules 13d-1(b) or 13d-2(b) or (c), check whether the person filing is a:
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Not Applicable.
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Item 4.
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Ownership
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Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.
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(a)
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Amount beneficially owned:
See the responses to Item 9 on the attached cover pages.
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(b)
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Percent of class:
See the responses to Item 11 on the attached cover pages.
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(c)
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Number of shares as to which the person has:
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(i)
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Sole power to vote or to direct the vote
See the responses to Item 5 on the attached cover pages.
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(ii)
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Shared power to vote or to direct the vote
See the responses to Item 6 on the attached cover pages.
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(iii)
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Sole power to dispose or to direct the disposition of
See the responses to Item 7 on the attached cover pages.
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(iv)
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Shared power to dispose or to direct the disposition of
See the responses to Item 8 on the attached cover pages.
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(1)
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Neither the present filing nor anything contained herein shall be construed as an admission that the Reporting Persons constitute
a “group” for any purpose and each Reporting Person expressly disclaims membership in a group.
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Item 5.
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Ownership of 5 Percent or Less of a Class
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If this statement
is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than
5 percent of the class of securities, check the following ¨.
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Item 6.
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Ownership of More than 5 Percent on Behalf of Another Person
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Not Applicable.
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Item 7.
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Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person
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Not Applicable.
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Item 8.
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Identification and Classification of Members of the Group
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Not Applicable.
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Item 9.
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Notice of Dissolution of Group
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Not Applicable.
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Item 10.
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Certification
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By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.
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SIGNATURE
After reasonable inquiry and to the best of my
knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Date: February 14, 2022
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Melinda French Gates (1)
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By:
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/s/ John K. Sage
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Name:
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John K. Sage (2)
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Title:
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Attorney-in-fact
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Bill & Melinda Gates Foundation Trust (1)
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By:
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/s/ Alan Heuberger
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Name:
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Alan Heuberger (3)
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Title:
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Attorney-in-fact for each of the Co-Trustees, William H. Gates III and Melinda French Gates
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William H. Gates III (1)
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By:
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/s/ Alan Heuberger
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Name:
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Alan Heuberger (4)
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Title:
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Attorney-in-fact
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(1)
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This amendment is being filed jointly by the Reporting Persons pursuant to the Joint Filing Agreement, dated February 14, 2006, and
included with the signature page to Cascade Investment L.L.C.’s Amendment No. 1 to Schedule 13G with respect to Grupo Televisa,
S.A.B. on February 15, 2006, SEC File No. 005-60431, and incorporated by reference herein.
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(2)
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Duly authorized under Limited Durable Power of Attorney appointing John K. Sage and Brooke Anderson attorneys-in-fact, dated December
14, 2021, by and on behalf of MFG, filed as Exhibit 99.2 to Amendment No. 4 to Cascade Investment, L.L.C.’s Schedule 13D with respect
to Canadian National Railway Co. on December 20, 2021, SEC File No. 005-48661, and incorporated by reference herein.
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(3)
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Duly authorized under Special Limited Power of Attorney appointing Alan Heuberger attorney-in-fact, dated August 12, 2008, by and
on behalf of WHG and MFG as Co-Trustees, filed as Exhibit 99.5 to Cascade Investment, L.L.C.’s Schedule 13D with respect to Grupo
Televisa, S.A.B. on May 7, 2009, SEC File No. 005-60431 and incorporated by reference herein.
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(4)
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Duly authorized under Special Limited Power of Attorney appointing Alan Heuberger attorney-in-fact, dated August 12, 2008, by and
on behalf of WHG, filed as Exhibit 99.2 to Amendment No. 1 to Cascade Investment L.L.C.’s Schedule 13D with respect to Otter Tail
Corporation on April 15, 2009, SEC File No. 005-06638 and incorporated by reference herein.
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