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Warner Bros. Discovery, Inc. — Director's Dealing 2020
May 20, 2020
30161_dirs_2020-05-20_b9e67a1c-c4c2-4154-8047-72deffac1088.zip
Director's Dealing
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SEC Form 3 — Initial Statement of Beneficial Ownership
Issuer: FaceBank Group, Inc. (FBNK)
CIK: 0001484769
Period of Report: 2020-04-01
Reporting Person: Discovery, Inc. (10% Owner)
Reporting Person: Scripps Networks Interactive, Inc. (10% Owner)
Reporting Person: Networks Holdings, Inc. (10% Owner)
Reporting Person: Scripps Networks, LLC (10% Owner)
Holdings (Derivative)
| Security | Exercise Price | Expiration | Underlying | Shares | Ownership |
|---|---|---|---|---|---|
| Series AA Convertible Preferred Stock | $ | Common Stock (5149174) | Indirect |
Footnotes
F1: Each share of Series AA Convertible Preferred Stock of FaceBank Group, Inc. (the "Issuer") is convertible into two shares of Common Stock of the Issuer in connection with a bona fide transfer to a third party. Subject to such automatic conversion, the shares of Series AA Convertible Preferred Stock have no expiration date
F2: Based on 32,307,285 shares of Common Stock of the Issuer that were outstanding following the April 1, 2020 merger of fuboTV Acquisition Corp., a wholly-owned subsidiary of the Issuer, and fuboTV Inc., as disclosed by the Issuer in the Form 8-K filed with the Securities and Exchange Commission on April 7, 2020, Discovery Inc.'s holding of shares of Series AA Convertible Preferred Stock is deemed to represent a beneficial ownership more than 10% of the outstanding shares of Common Stock. However, Discovery Inc.'s holdings of shares of Series AA Convertible Preferred Stock represent less than 5% of total voting power of all shares of the Issuer's Common Stock and Series AA Convertible Preferred Stock on a combined basis. The number of shares of Series AA Preferred outstanding was provided to the Reporting Persons by the Issuer after giving effect to the merger.
F3: Scripps Networks, LLC is the direct holder of the shares of Series AA Convertible Preferred Stock reflected in this Form 3. Scripps Networks, LLC is a wholly owned subsidiary of Networks Holdings, Inc., which is a wholly owned subsidiary of Scripps Networks Interactive, Inc., which is a wholly owned subsidiary of Discovery, Inc.