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Filing Details

Accession Number:: 0000950142-15-000943
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2015-04-30 16:34:49
Reporting Period:: 2015-04-28

Filing Date:: 2015-04-30
Accepted Time:: 2015-04-30 16:34:49
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
726513	Tribune Media Co	TRCO	Television Broadcasting Stations (4833)	361880355

Insiders

Cik	Name	Reported Address	Director	Officer	Large Shareholder	Other
1403525	Oaktree Capital Group Holdings Gp, Llc	333 South Grand Avenue 28Th Floor Los Angeles CA 90071	Yes	No	Yes	No
1403527	Oaktree Capital Group Holdings, L.p.	333 South Grand Avenue 28Th Floor Los Angeles CA 90071	Yes	No	Yes	No
1532819	Oaktree Aif Holdings, Inc.	333 South Grand Avenue 28Th Floor Los Angeles CA 90071	Yes	No	Yes	No
1532820	Oaktree Aif Investments, L.p.	333 South Grand Avenue 28Th Floor Los Angeles CA 90071	Yes	No	Yes	No
1616527	Oaktree Tribune, L.p.	C/O Oaktree Capital Management, L.p. 333 S. Grand Avenue, 28Th Floor Los Angeles CA 90071	Yes	No	Yes	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Class A Common Stock	Disposition	2015-04-28	4,620,037	$54.04	14,173,839	No	4	S	Indirect	See Footnotes

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	S	Indirect	See Footnotes

Footnotes

On April 28, 2015, Oaktree Tribune, L.P. sold 4,620,037 shares of common stock, par value $0.001 per share (the "Common Stock") of Tribune Media Co. (the "Company") in an underwritten offering for $56.00 per share, less $1.96 per share of underwriter discounts and commissions.
Includes 14,145,447 shares of Common Stock directly held by Oaktree Tribune, L.P., an affiliate of the Reporting Person (as described below), and 25,046 shares of Common Stock and 3,346 restricted share units, which vest by their terms on January 1, 2016, each directly held by OCM FIE, LLC ("FIE"), an affiliate of the Reporting Persons (as defined below).
This Form 4 is being filed with respect to certain shares of Common Stock directly held by Oaktree Tribune, L.P. The general partner of Oaktree Tribune, L.P. is Oaktree AIF Investments, L.P. ("AIF Investments"). The general partner of AIF Investments is Oaktree AIF Holdings, Inc. ("AIF Holdings"). The holder of all of the voting shares of AIF Holdings is Oaktree Capital Group Holdings, L.P. ("OCGH"). The general partner of OCGH is Oaktree Capital Group Holdings GP, LLC ("OCGH GP") (together with Oaktree Tribune, L.P., AIF Investments, AIF Holdings and OCGH, collectively, the "Reporting Persons," and each individually, a "Reporting Person"). (cont'd in FN 4)
(cont'd from FN 3) OCGH GP may be deemed to indirectly control FIE and decisions with respect to the voting and disposition of Common Stock held by FIE. The media company business of OCGH GP is managed by a media company committee of OCGH GP, which controls the decisions of OCGH GP with respect to the vote and disposition of the Common Stock held by Oaktree Tribune, L.P. The members of such committee are Howard S. Marks, Bruce A. Karsh, John B. Frank, David M. Kirchheimer and Stephen A. Kaplan.
The Reporting Persons may be deemed directors by deputization by virtue of their right to designate two representatives to be nominated by the Issuer to serve on the Issuer's board of directors. Bruce Karsh and Kenneth Liang were both designated to serve on the Issuer's board of directors on December 31, 2012.
Each of the Reporting Persons and any other directors, shareholders, general partners, managing members, managers and members described above disclaims beneficial ownership of any shares of Common Stock owned beneficially or of record by Oaktree Tribune, L.P. or FIE, except to the extent of their respective pecuniary interest therein, and the inclusion of these securities in this Form 4 shall not be deemed an admission that any such person has beneficial ownership of such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.