Filing Details

 

 

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

 

 

SCHEDULE 13D

 

Under the Securities Exchange Act of 1934

(Amendment No. #4)

 

TRIBUNE PUBLISHING COMPANY

(Name of Issuer)

 

Common

(Title of Class of Securities)

 

89609W107

(CUSIP Number)

 

Danielle Price Holland & Knight LLP 701 Brickell Avenue, Suite 3300 Miami, FL 33131

(Name, Address and Telephone Number of Person

Authorized to Receive Notices and Communications)

 

March 25, 2021

(Date of Event which Requires Filing of this Statement)

 

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box: ¨

 

*The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

 

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

 

 

CUSIP No.     89609W107

Page 1 of 4 Pages

 

1	Name of Reporting Person Mason P. Slaine Revocable Trust	I.R.S. IDENTIFICATION No. (Entities Only) 02238 3942
2	Check the appropriate box if a member of a group	(a) ¨ (b) ¨
3	SEC use only
4	Source of Funds	PF
5	Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)	¨
6	Citizenship or Place of Organization	Florida

Number OF Shares Beneficially Owned by Each Reporting Person With	7	Sole Voting Power	0
	8	Shared Voting Power	1,2641,56
	9	Sole Dispositive Power	0
	10	Shared Dispositive Power	1,264,156

11	Aggregate Amount Beneficially Owned by each Reporting Person	1,264,156
12	Check if the Aggregate Amount in Row (11) Excludes Certain Shares	¨
13	Percent of Class Represented by Amount in Row (11) (1)	3.4%
14	Type of Reporting Person	OO

 

(1) Based on information contained in the Annual Report on Form 10-K filed with the SEC by the Issuer on March 8, 2021 that there are 36,794,401 shares of Common Stock outstanding as of March 5, 2021.

 

 

CUSIP No.     89609W107

Page 2 of 4

 

1	Name of Reporting Person Mason P. Slaine
2	Check the appropriate box if a member of a group	(a) ¨ (b) ¨
3	SEC use only
4	Source of Funds	PF
5	Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)	¨
6	Citizenship or Place of Organization	USA

Number OF Shares Beneficially Owned by Each Reporting Person With	7	Sole Voting Power	0
	8	Shared Voting Power	1,264,156
	9	Sole Dispositive Power	0
	10	Shared Dispositive Power	1,264,156

11	Aggregate Amount Beneficially Owned by each Reporting Person	1,264,156
12	Check if the Aggregate Amount in Row (11) Excludes Certain Shares	¨
13	Percent of Class Represented by Amount in Row (11) (1)	3.4%
14	Type of Reporting Person	IN

 

(1) Based on information contained in the Annual Report on Form 10-K filed with the SEC by the Issuer on March 8, 2021 that there are 36,794,401 shares of Common Stock outstanding as of March 5, 2021.

 

 

 

CUSIP No.     89609W107

Page 3 of 4

 

Item 1.   Security and Issuer.

 

This Amendment No. 4 (this “Amendment”) amends certain Items of the Statement on Schedule 13D filed with the Securities and Exchange Commission (the “SEC”) on March 17, 2020, as amended on March 18, 2020, April 3, 2020, and February 22, 2021 (collectively, the “Schedule 13D”) by furnishing the information set forth below. This Amendment and the Schedule 13D relates to the Common Stock, $0.01 par value per share (the “Shares”) of Tribune Publishing Company, a Delaware corporation (the “Issuer”). Except as set forth below, all previous Items on the Schedule 13D are unchanged. Capitalized terms used but not defined herein shall have the meanings ascribed in the Schedule 13D and any amendments thereto.

 

Item 5.   Interest in Securities of the Issuer.

 

(a)            Pursuant to the most recently filed Annual Report on Form 10-K filed with the SEC by the Issuer on March 8, 2021, the Issuer had 36,794,401 Shares outstanding. The MPS Revocable Trust is the owner of 1,264,156 Shares or 3.4% of the total number of outstanding Shares. MPS, as the sole trustee of the MPS Revocable Trust, may be deemed the beneficial owner of 1,264,156 Shares held directly by the MPS Revocable Trust as record owner.

 

(b)           Each of the Reporting Persons has shared power to vote and dispose of 1,264,156 Shares reported on the Schedule 13D.

 

(c)           The transactions in the Issuer's Shares effected since the last amendment to this Schedule 13D includes broker sales set forth below:

 

Date				Amount				Price ($)
	03/25/2021				450,000				17.2599
	03/24/2021				41,822				17.4997
	03/23/2021				13,020				17.1309
	03/16/2021				64,216				17.2009
	03/15/2021				140,032				17.0597
	03/12/2021				5,992				17.0500

 

Except as described in this Amendment and the Schedule 13D, there have been no other transactions in the Issuer's Shares effected by the Reporting Persons since the last amendment to the Schedule 13D.

 

Item 7.    Material to be Filed as Exhibits.

 

Exhibit A – Joint Filing Agreement dated March 26, 2021.

 

 

CUSIP No.     89609W107

Page 4 of 4

 

SIGNATURE

 

After reasonable inquiry and to the best of our knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct.

 

March 26, 2021

 

	Mason P. Slaine Revocable Trust
	By:	/s/ Mason P. Slaine
	Name: Mason P. Slaine
	Title: Trustee
	Mason P. Slaine
	By:	/s/ Mason P. Slaine
	Name: Mason P. Slaine

 

Exhibits:

Exhibit A- Joint Filing Agreement

 

 

EXHIBIT A

 

JOINT FILING AGREEMENT

 

In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of an amendment to their statement on Schedule 13D (including amendments thereto) with respect to the Common Stock of Tribune Publishing Company and further agree that this agreement be included as an exhibit to such filing. Each party to the agreement expressly authorizes each other party to file on its behalf any and all amendments to such statement. Each party to this agreement agrees that this joint filing agreement may be signed in counterparts.

 

In evidence whereof, the undersigned have caused this Joint Filing Agreement to be executed on their behalf this 26th day of March, 2021.

 

	Mason P. Slaine Revocable Trust
	By:	/s/ Mason P. Slaine
	Name: Mason P. Slaine
	Title: Trustee
	Mason P. Slaine
	By:	/s/ Mason P. Slaine
	Name: Mason P. Slaine