Amendment: SEC Form SCHEDULE 13G/A filed by Saga Communications Inc.
$SGA
Broadcasting
Consumer Discretionary
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13G
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UNDER THE SECURITIES EXCHANGE ACT OF 1934
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(Amendment No. 3)
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Saga Communications, Inc. (Name of Issuer) |
Class A Common Stock, par value $0.01 per share (Title of Class of Securities) |
786598300 (CUSIP Number) |
12/31/2024 (Date of Event Which Requires Filing of this Statement) |
| Check the appropriate box to designate the rule pursuant to which this Schedule is filed: |
 Rule 13d-1(b)
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 Rule 13d-1(c)
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| Rule 13d-1(d)
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SCHEDULE 13G
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| CUSIP No. | 786598300 |
| 1 | Names of Reporting Persons
Edward K. Christian Trust | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
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| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
FLORIDA
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
943,250.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
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| 11 | Percent of class represented by amount in row (9)
15.1 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
OO |
Comment for Type of Reporting Person: The percentage is calculated based upon total outstanding shares of 6,261,481 as of November 4, 2024 as set forth in the Issuer's Form 10-Q, filed on November 12, 2024.
SCHEDULE 13G
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| CUSIP No. | 786598300 |
| 1 | Names of Reporting Persons
Judith A. Christian IRA | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
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| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
UNITED STATES
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
3,541.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
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| 11 | Percent of class represented by amount in row (9)
0.1 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
OO |
Comment for Type of Reporting Person: The percentage is calculated based upon total outstanding shares of 6,261,481 as of November 4, 2024 as set forth in the Issuer's Form 10-Q, filed on November 12, 2024.
SCHEDULE 13G
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| CUSIP No. | 786598300 |
| 1 | Names of Reporting Persons
Michael L. Dallaire | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
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| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
UNITED STATES
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
943,250.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
15.1 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
IN |
Comment for Type of Reporting Person: The percentage is calculated based upon total outstanding shares of 6,261,481 as of November 4, 2024 as set forth in the Issuer's Form 10-Q, filed on November 12, 2024.
SCHEDULE 13G
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| CUSIP No. | 786598300 |
| 1 | Names of Reporting Persons
Judith A. Christian | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
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| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
UNITED STATES
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
946,791.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
15.1 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
IN |
Comment for Type of Reporting Person: The percentage is calculated based upon total outstanding shares of 6,261,481 as of November 4, 2024 as set forth in the Issuer's Form 10-Q, filed on November 12, 2024.
SCHEDULE 13G
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| Item 1. | ||
| (a) | Name of issuer:
Saga Communications, Inc. | |
| (b) | Address of issuer's principal executive offices:
73 Kercheval Avenue, Grosse Pointe Farms, MI 48236 | |
| Item 2. | ||
| (a) | Name of person filing:
1. Edward K. Christian Trust ("Trust");
2. Judith A. Christian IRA;
3. Michael L. Dallaire; and
4. Judith A. Christian.
Michael L. Dallaire and Judith A. Christian are both co-trustees of the Trust. | |
| (b) | Address or principal business office or, if none, residence:
The principal business office for each Reporting Person is 500 Woodward Avenue, Suite 4000, Detroit MI 48226. | |
| (c) | Citizenship:
The Trust is formed under the laws of the state of Florida. Michael L. Dallaire and Judith A. Christian are each citizens of the United States of America. | |
| (d) | Title of class of securities:
Class A Common Stock, par value $0.01 per share | |
| (e) | CUSIP No.:
786598300 | |
| Item 3. | If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: | |
| (a) | Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
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| (b) | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
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| (c) | Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
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| (d) | Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
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| (e) | An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
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| (f) | An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
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| (g) | A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
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| (h) | A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
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| (i) | A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
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| (j) | A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution: | |
| (k) | Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
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| Item 4. | Ownership | |
| (a) | Amount beneficially owned:
1. Trust - 943,250 shares of Class A Common Stock
2. Judith A. Christian IRA - 3,541 shares of Class A Common Stock
3. Michael L. Dallaire - 943,250 shares of Class A Common Stock
4. Judith A. Christian - 946,791 shares of Class A Common Stock | |
| (b) | Percent of class:
1. Trust - 15.1%
2. Judith A. Christian IRA - 0.1%
3. Michael L. Dallaire - 15.1%
4. Judith A. Christian - 15.1% | |
| (c) | Number of shares as to which the person has:
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| (i) Sole power to vote or to direct the vote:
1. Trust - 943,250 shares of Class A Common Stock
2. Judith A. Christian IRA - 3,541 shares of Class A Common Stock
3. Michael L. Dallaire - 0 shares of Class A Common Stock
4. Judith A. Christian - 3,541 shares of Class A Common Stock | ||
| (ii) Shared power to vote or to direct the vote:
1. Trust - 0 shares of Class A Common Stock
2. Judith A. Christian IRA - 0 shares of Class A Common Stock
3. Michael L. Dallaire - 943,250 shares of Class A Common Stock
4. Judith A. Christian - 943,250 shares of Class A Common Stock | ||
| (iii) Sole power to dispose or to direct the disposition of:
1. Trust - 943,250 shares of Class A Common Stock
2. Judith A. Christian IRA - 3,541 shares of Class A Common Stock
3. Michael L. Dallaire - 0 shares of Class A Common Stock
4. Judith A. Christian - 3,541 shares of Class A Common Stock | ||
| (iv) Shared power to dispose or to direct the disposition of:
1. Trust - 0 shares of Class A Common Stock
2. Judith A. Christian IRA - 0 shares of Class A Common Stock
3. Michael L. Dallaire - 943,250 shares of Class A Common Stock
4. Judith A. Christian - 943,250 shares of Class A Common Stock | ||
| Item 5. | Ownership of 5 Percent or Less of a Class. | |
| Item 6. | Ownership of more than 5 Percent on Behalf of Another Person. | |
Not Applicable
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| Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person. | |
Not Applicable
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| Item 8. | Identification and Classification of Members of the Group. | |
Not Applicable
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| Item 9. | Notice of Dissolution of Group. | |
Not Applicable
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| Item 10. | Certifications: |
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11. |
| 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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Exhibit Information
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Exhibit 1 - Joint Filing Agreement Pursuant to Rule 13d-1 |