0000950157-20-000208.txt : 20200214 0000950157-20-000208.hdr.sgml : 20200214 20200214162300 ACCESSION NUMBER: 0000950157-20-000208 CONFORMED SUBMISSION TYPE: 5 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20191231 FILED AS OF DATE: 20200214 DATE AS OF CHANGE: 20200214 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: O'Shaughnessy Timothy J CENTRAL INDEX KEY: 0001621362 FILING VALUES: FORM TYPE: 5 SEC ACT: 1934 Act SEC FILE NUMBER: 001-06714 FILM NUMBER: 20620368 MAIL ADDRESS: STREET 1: C/O GRAHAM HOLDINGS COMPANY STREET 2: 1300 NORTH 17TH STREET, SUITE 1700 CITY: ARLINGTON STATE: VA ZIP: 22209 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Graham Holdings Co CENTRAL INDEX KEY: 0000104889 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-EDUCATIONAL SERVICES [8200] IRS NUMBER: 530182885 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1300 NORTH 17TH STREET STREET 2: SUITE 1700 CITY: ARLINGTON STATE: VA ZIP: 22209 BUSINESS PHONE: 7033456300 MAIL ADDRESS: STREET 1: 1300 NORTH 17TH STREET STREET 2: SUITE 1700 CITY: ARLINGTON STATE: VA ZIP: 22209 FORMER COMPANY: FORMER CONFORMED NAME: WASHINGTON POST CO DATE OF NAME CHANGE: 19920703 5 1 form5.xml X0306 5 2019-12-31 0 1 0000104889 Graham Holdings Co GHC 0001621362 O'Shaughnessy Timothy J C/O GRAHAM HOLDINGS COMPANY 1300 NORTH 17TH STREET, SUITE 1700 ARLINGTON VA 22209 true true President and CEO Class B Common Stock 12642 D Class B Common Stock 2018-02-22 5 L 0 L 2.845 599.5 A 3384.845 I Spouse Class B Common Stock 2018-05-15 5 L 0 L 2.871 595.4 A 3387.716 I Spouse Class B Common Stock 2018-08-08 5 L 0 L 3.062 559.55 A 3390.778 I Spouse Class B Common Stock 2018-11-17 5 L 0 L 2.806 611.94 A 3393.584 I Spouse Class B Common Stock 2019-01-01 4 A 0 1000 A 4393.584 I Spouse Class B Common Stock 2019-08-08 5 L 0 2.599 692.08 A 4396.183 I Spouse Class B Common Stock 2019-11-17 5 L 0 2.842 634.17 A 4399.025 I Spouse Class B Common Stock 5600 I Trust for spouse and children Class A Common Stock 2018-04-06 4 J 0 13941 578.48 A Class B Common Stock 48626 I Trust for spouse Class A Common Stock Class B Common Stock 2700 I Spouse Such shares were acquired in a dividend reinvestment plan administered by the reporting person's spouse's broker. The ownership figure is updated by this Form 5 to correct an administrative error in which these transactions were previously reported as shares acquired by the reporting person pursuant to a dividend reinvestment plan rather than by the reporting person's spouse pursuant to a dividend reinvestment plan. Such shares were acquired upon the vesting of restricted stock previously awarded to the reporting person's spouse under an incentive plan. N/A Such shares were acquired in a dividend reinvestment plan administered by the reporting person's spouse's broker. The reporting person is a trustee of the trust that owns the reported securities, but he is not a beneficiary of such trust. The reporting person disclaims beneficial ownership of the reported securities. Shares of Class A Common Stock are convertible into shares of Class B Common Stock at any time on a one-for-one basis and have no expiration date. This transaction is a private exchange, in which Donald E. Graham exchanged shares of Class A Common Stock to the Trust for Spouse for the equivalent value of Cable One, Inc. Common Stock. The value of Class A Common Stock for the purpose of this transaction is based on the mean of the high and the low prices of Class B Common Stock on March 5, 2018 and the value of Cable One, Inc. Common Stock is based on the mean of the high and the low prices of Cable One, Inc. Common Stock on March 5, 2018. The ownership figure is updated by this Form 5 to correct an administrative error in which this transaction was inadvertently omitted. The reporting person is not a beneficiary of such trust. The reporting person disclaims beneficial ownership of the reported securities. The nature of ownership is updated by this Form 5 to correct an administrative error in which these shares were reported as owned by the reporting person's spouse rather than the Trust for Spouse. /s/ Nichole M. Maddrey for Timothy J. O'Shaughnessy 2020-02-14