HPS Group GP, LLC - 01 May 2025 Form 4 Insider Report for Mediaco Holding Inc. (MDIA)

Role
10%+ Owner
Signature
HPS Group GP, LLC; By: /s/ Scott Kapnick, its sole member
Issuer symbol
MDIA
Transactions as of
01 May 2025
Net transactions value
$0
Form type
4
Filing time
05 May 2025, 18:12:12 UTC
Previous filing
24 Apr 2024
SEC
View on sec.gov

Reporting Owners (3)

Name Relationship Address Signature Signature date CIK
HPS Group GP, LLC 10%+ Owner 40 WEST 57TH STREET, 33RD FLOOR, NEW YORK HPS Group GP, LLC; By: /s/ Scott Kapnick, its sole member 05 May 2025 0002019987
Kapnick Scott 10%+ Owner 40 WEST 57TH STREET, 33RD FLOOR, NEW YORK By: /s/ Scott Kapnick 05 May 2025 0001709654
SLF LBI Aggregator, LLC 10%+ Owner 40 WEST 57TH STREET, 33RD FLOOR, NEW YORK SLF LBI Aggregator, LLC; By: /s/ Scott Kapnick, its sole member 05 May 2025 0002020124

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction MDIA Class A Common Stock Options Exercise +7,051,538 7,051,538 01 May 2025 See Footnote F1, F2, F3

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 MDIA Option Options Exercise -7,051,538 -100% 0 01 May 2025 Common Stock 7,051,538 See Footnote F1, F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 On April 17, 2024, the Issuer and certain subsidiaries entered into an option agreement with certain subsidiaries of SLF LBI Aggregator, LLC ("Aggregator"), including Estrella Media, Inc. ("Estrella Media"), pursuant to which, among other things, Estrella Media was granted the right to put the equity of certain subsidiaries of Estrella Media to a subsidiary of the Issuer in exchange for 7,051,538 shares of Class A Common Stock from and after October 17, 2024 until April 17, 2031, subject to certain extensions (the "Option Transaction"). On May 1, 2025, the parties consummated the Option Transaction and, pursuant to Estella Media's designation right, Aggregator received the 7,051,538 shares of Class A Common Stock.
F2 HPS Group GP, LLC ("HPS Group") is the non-member manager of Aggregator. Scott Kapnick is the sole member of HPS Group.
F3 On March 19, 2025, Estrella Media filed an Initial Statement of Beneficial Ownership to add Estrella Media as a reporting person with respect to the Put Right. This Form 4 reflects withdrawal of Estrella Media as a reporting person.