SC 13G/A 1 phoenixnewmedia1230-13ga.htm

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G/A

Under the Securities Exchange Act of 1934

(Amendment No. 8)*

PHOENIX NEW MEDIA LIMITED

(Name of Issuer)

American Depositary Shares, Each Representing eight (8)

Class A Ordinary Shares, Par Value $0.01 Per Share

(Title of Class of Securities)

71910C103

(CUSIP Number)

International Value Advisers, LLC, 717 Fifth Avenue, 10th Floor, New York, NY 10022

(Name, Address and Telephone Number of Person

Authorized to Receive Notices and Communications)

December 31, 2020

(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)

□

Rule 13d-1(c)

□

Rule 13d-1(d)

*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).


CUSPID No. 71910C103	13G	Page 2 of 5

NAMES OF REPORTING PERSONS

I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

International Value Advisers, LLC

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(see instructions)

(a)

☐

(b)

☐

SEC USE ONLY

	4.	CITIZENSHIP OR PLACE OF ORGANIZATION

		Delaware

	5.	SOLE VOTING POWER
		322,657*
NUMBER OF	6.	SHARED VOTING POWER
SHARES BENEFICIALLY		00,000
OWNED BY EACH	7.	SOLE DISPOSITIVE POWER
REPORTING PERSON WITH		322,657*
	8.	SHARED DISPOSITIVE POWER 00,000 00,000

	9.	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	10.	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (see instructions) ☐
	11.	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 1.0%
	12.	TYPE OF REPORTING PERSON (see instructions) IA

*322,657 American Depository Shares representing 2,581,256 Class A ordinary shares.


CUSPID No. 71910C103	13G	Page 3 of 5

Item 1.

(a)

Name of Issuer
Phoenix New Media LTD.

(b)

Address of Issuer’s Principal Executive Offices
16th FL 4 Huixin Dong Jie
Chaoyang District, Beijing 100029 China

Item 2.

(a)

Name of Person Filing
International Value Advisers, LLC

(b)

Address of the Principal Office or, if none, residence
717 Fifth Avenue, 10th Floor, New York, New York 10022

(c)

Citizenship
Delaware

(d)

Title of Class of Securities
Common Stock

(e)

CUSIP Number
71910C103

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).

(b)

☐ Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).

(c)

☐ Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).

(d)

☐ Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8).

(e)

☒ An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);

(f)

☐ An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);

(g)

☐ A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G);

(h)

☐ A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);

(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);

(j)

☐ Group, in accordance with §240.13d-1(b)(1)(ii)(J).


CUSPID No. 71910C103	13G	Page 4 of 5

Item 4. Ownership.

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

(a)

Amount beneficially owned: 322,657

(b)

Percent of class: 1.0%

(c)

Number of shares as to which the person has:

(i)

Sole power to vote or to direct the vote 322,657

(ii)

Shared power to vote or to direct the vote 0.

(iii)

Sole power to dispose or to direct the disposition of 322,657

(iv)

Shared power to dispose or to direct the disposition of 0.

Instruction. For computations regarding securities which represent a right to acquire an underlying security see §240.13d-3(d)(1).

Item 5. Ownership of Five Percent or Less of a Class.

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following X.

Instruction. Dissolution of a group requires a response to this item.

Item 6. Ownership of More than Five Percent on Behalf of Another Person.

Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company.

Item 8. Identification and Classification of Members of the Group.

Item 9. Notice of Dissolution of Group.

Item 10. Certification.

(a)

The following certification shall be included if the statement is filed pursuant to §240.13d-1(b):

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and 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.

(b)

The following certification shall be included if the statement is filed pursuant to §240.13d-1(c):

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.


CUSPID No. 71910C103	13G	Page 5 of 5

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.

February 12, 2021

Date

/s/ Shanda Scibilia

Signature

Chief Compliance Officer

Name/Title

SEC Form SC 13G/A filed