12/23/2025 | Press release | Distributed by Public on 12/23/2025 19:00
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FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) | ||
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1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) |
4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Performance Units | (3) | (3) | 01/21/2030 | Class A common stock | 230,000 | 230,000 | D | ||||||||
| Performance Units | (4) | (4) | 01/25/2029 | Class A common stock | 100,000 | 100,000 | D | ||||||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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JEFFERY LIBERMAN A C/O ENTRAVISION COMMUNICATIONS CORP 1 ESTRELLA WAY BURBANK, CA 91504 |
President and COO | |||
| /s/ Jeffrey C. DeMartino by power of attorney for Jeffery A. Liberman | 12/23/2025 | |
| **Signature of Reporting Person | Date |
| * | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
| ** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
| (1) | Transaction represents a withholding of common stock to satisfy tax withholding obligation due to the vesting on December 20, 2025 of 43,750 restricted stock unit grants dated December 14, 2022, 41,650 restricted stock unit grants dated February 14, 2023, 25,000 restricted stock unit grants dated January 25, 2024, and 75,000 restricted stock unit grants dated January 21, 2025. |
| (2) | Includes 319,100 restricted stock units. |
| (3) | Each Performance Unit represents a contingent right to receive one share of the Issuer's Class A common stock upon vesting. The Performance Units vest by a combination of both (i) time-based vesting, with 20% vesting on January 21, 2026 and 10% vesting every six months thereafter in eight equal installments, and (ii) a market-based vesting condition based on total shareholder return hurdles in four equal tranches. |
| (4) | Each Performance Unit represents a contingent right to receive one share of the Issuer's Class A common stock upon vesting. The Performance Units vest by a combination of both (i) time-based vesting, with 20% vesting on January 25, 2025 and 10% vesting every six months thereafter in eight equal installments, and (ii) a market-based vesting condition based on total shareholder return hurdles in four equal tranches. |