EMMIS CORP - 19 Dec 2022 Form 4 Insider Report for Mediaco Holding Inc. (MDIA)

Role: Director, 10%+ Owner
Signature: Emmis Corporation by J. Scott Enright, Executive Vice President, General Counsel & Secretary
Issuer symbol: MDIA
Transactions as of: 19 Dec 2022
Net transactions value: +$1,000,026
Form type: 4
Filing time: 20 Dec 2022, 16:31:07 UTC
Previous filing: 17 Aug 2022
Next filing: 23 Dec 2022
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	MDIA	Class A Common Stock	Award	$1,000,026	+804,073	+7326%	$1.24	815,049	19 Dec 2022	Direct	F1

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	These reported securities were acquired by Emmis through a partial conversion of a convertible promissory note with a floating conversion price based on the average volume-weighted average prices of the Class A Common Stock for the last 30 trading days prior to the date of determination, determined as of the fifth business day after the date on which notice of conversion was given (making the note ineligible to be a derivative security). The conversion was specifically approved by the Issuer's board of directors.

Content

These reported securities were acquired by Emmis through a partial conversion of a convertible promissory note with a floating conversion price based on the average volume-weighted average prices of the Class A Common Stock for the last 30 trading days prior to the date of determination, determined as of the fifth business day after the date on which notice of conversion was given (making the note ineligible to be a derivative security). The conversion was specifically approved by the Issuer's board of directors.

Remarks:

Emmis Corporation has the right to recommend three directors for election to the Issuer's board of directors, and Jeffrey H. Smulyan, Patrick M. Walsh and J. Scott Enright serve as directors of the Issuer pursuant to that right. Emmis therefore is a director by deputization of the Issuer. Mr. Smulyan, Mr. Walsh and Mr. Enright disclaim beneficial ownership of the reported securities except to the extent of their pecuniary interest therein.