NATIONAL AMUSEMENTS INC /MD/ - 27 Dec 2023 Form 4 Insider Report for Paramount Global (PARA)

Role
Director, 10%+ Owner
Signature
/s/ Tad Jankowski, Vice President, National Amusements, Inc.
Issuer symbol
PARA
Transactions as of
27 Dec 2023
Net transactions value
$0
Form type
4
Filing time
03 Jan 2024, 17:57:37 UTC
Previous filing
11 Sep 2023
SEC
View on sec.gov

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction PARA Warrant (obligation to sell) Sale -700,000 -100% 0 27 Dec 2023 Class B Common Stock 700,000 $15.00 By NAI F1, F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 On May 31, 2023, National Amusements, Inc. ("NAI") sold certain shares of Series A Senior Preferred Stock of NAI, together with one warrant to purchase from NAI up to 3.5 million shares of Class B common stock of Paramount Global, for total consideration of $125 million pursuant to a senior preferred purchase agreement (the "Purchase Agreement") by and between NAI and BDT Columbia Holdings, LLC ("BDT"), dated as of May 25, 2023. On September 7, 2023, pursuant to the Purchase Agreement, NAI sold additional shares of Series A Senior Preferred Stock of NAI and issued one additional warrant to BDT to purchase from NAI up to 700,000 shares of Class B common stock of Paramount Global, for additional consideration of $25 million. (Continued in Footnote 2)
F2 (Continued from Footnote 1) On December 27, 2023, pursuant to the Purchase Agreement, NAI sold additional shares of Series A Senior Preferred Stock of NAI and issued one additional warrant to BDT to purchase from NAI up to 700,000 shares of Class B common stock of Paramount Global, for additional consideration of $25 million.
F3 The Sumner M. Redstone National Amusements Part B General Trust (the "Continuing Trust") owns 80% of the voting stock of NAI. Subject to certain exceptions, actions by the Continuing Trust are authorized by a vote of a majority of the trustees. The shares owned directly and indirectly by NAI may also be deemed to be beneficially owned by the Continuing Trust.