Amendment: SEC Form SCHEDULE 13D/A filed by Mediaco Holding Inc.
$MDIA
Broadcasting
Consumer Discretionary
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 18)
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MediaCo Holding Inc. (Name of Issuer) |
Class A Common Stock, $0.01 par value per share (Title of Class of Securities) |
58450D104 (CUSIP Number) |
Standard General L.P. 767 5th Ave, 12th Fl, Attn: Joseph Mause New York, NY, 10153 212-257-4701 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) |
09/12/2025 (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 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).
SCHEDULE 13D
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| CUSIP No. | 58450D104 |
| 1 |
Name of reporting person
Standard General L.P. | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b)
| ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
AF | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
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| 6 | Citizenship or place of organization
DELAWARE
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 11 | Aggregate amount beneficially owned by each reporting person
40,839,597.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
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| 13 | Percent of class represented by amount in Row (11)
49.88 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
IA |
Comment for Type of Reporting Person:
(1) See Item 5.
SCHEDULE 13D
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| CUSIP No. | 58450D104 |
| 1 |
Name of reporting person
Kim Soohyung | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b)
| ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
AF | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
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| 6 | Citizenship or place of organization
UNITED STATES
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
40,839,597.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
49.88 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
IN, HC |
Comment for Type of Reporting Person:
(1) See Item 5.
SCHEDULE 13D
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| Item 1. | Security and Issuer | |
| (a) | Title of Class of Securities:
Class A Common Stock, $0.01 par value per share | |
| (b) | Name of Issuer:
MediaCo Holding Inc. | |
| (c) | Address of Issuer's Principal Executive Offices:
767 Fifth Avenue, 12th Floor, New York,
NEW YORK
, 10153. | |
Item 1 Comment:
This Amendment No.18 to Schedule 13D (the "Amendment") relates to Class A Common Stock ("Class A Common Stock") of MediaCo Holding Inc., an Indiana corporation (the "Issuer" or the "Company"). This Amendment is being filed to amend the Schedule 13D that was originally filed on January 28, 2020, as amended on February 5, 2020, March 30, 2020, April 24, 2020, May 22, 2020, September 2, 2020, September 23, 2020, May 21, 2021, November 29, 2021, December 21, 2021, January 10, 2022, March 24, 2022, June 30, 2022, July 29, 2022, December 30, 2022, August 11, 2023, April 4, 2024, and April 22, 2024 (as amended, the "Schedule 13D"). Unless otherwise indicated in this Amendment, all capitalized terms have the meanings indicated to them in the Schedule 13D.
This Amendment is being filed to amend and supplement Item 5 of the Schedule 13D. | ||
| Item 5. | Interest in Securities of the Issuer | |
| (a) | See Items 7-13 of the cover pages and Item 2 above. | |
| (b) | See Items 7-13 of the cover pages and Item 2 above. | |
| (c) | On September 12, 2025, a private investment vehicle management by Standard General L.P. distributed 2,105,596 shares of the Issuer's Class A Common Stock in accordance with the terms of the investment vehicle for no consideration. Other than such grant and distribution, the Reporting Persons did not effect any transactions in shares of the Issuer's Class A Common Stock during the sixty day period prior to the filing of this Amendment. The percentages reported herein are based on a statement in (i) the Issuer's Quarterly Report on Form 10-Q, filed with the Securities and Exchange Commission (the "SEC") on August 11, 2025, that there were 48,264,309 shares of the Issuer's Class A Common Stock outstanding and 5,413,197 shares of the Issuer's Class B Common Stock, which are convertible into the Issuer's Class A Common Stock, outstanding, each as of August 1, 2025, and (ii) the Issuer's Current Report on Form 8-K, filed with the SEC on September 12, 2025, that 28,205,938 shares of the Issuer's Class A Common Stock were issued on September 8, 2025. | |
| (d) | Not applicable. | |
| (e) | Not applicable. | |
| SIGNATURE | |
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
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