Townsquare Media, Inc. — Director's Dealing 2014

Jul 24, 2014

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: Townsquare Media, LLC (TSQ)
CIK: 0001499832
Period of Report: 2014-07-23

Reporting Person: Hellum Erik (Executive Vice President)

Holdings (Non-Derivative)

Security	Shares	Ownership
Class A Preferred Units	12458.627	Direct
Class A Common Units	12458.627	Direct
Class B Common Units	325000.000	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Class A Preferred Warrants	$0.0001		Class A Preferred Units (7379.584)		Direct
Class A Common Warrants	$0.0001		Class A Common Units (7379.584)		Direct

Footnotes

F1: The Issuer expects to complete an initial public offering on or about July 29, 2014 (the "IPO"), and in connection therewith, the Issuer is being converted (the "Conversion") into a Delaware corporation named Townsquare Media, Inc. (the "Corporation"). As part of the conversion, the Reporting Person's Class A Preferred Units, Class A Common Units and Class B Common Units will be converted into Class A common stock in the Corporation, and the Reporting Person's Warrants to purchase Class A Preferred Units and the Reporting Person's Warrants to purchase the Class A Common Units will be converted into Warrants to purchase Class A common stock in the Corporation, each at a conversion rate based on the price of the IPO and pursuant to the terms of the limited liability company agreement of the Issuer.

F2: Warrants are currently exercisable, and do not expire unless so elected by the board of directors of the issuer in certain circumstances.