0000921895-24-000205.txt : 20240205 0000921895-24-000205.hdr.sgml : 20240205 20240205191541 ACCESSION NUMBER: 0000921895-24-000205 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20240131 FILED AS OF DATE: 20240205 DATE AS OF CHANGE: 20240205 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Legion Partners, L.P. II CENTRAL INDEX KEY: 0001618783 ORGANIZATION NAME: STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-32663 FILM NUMBER: 24597543 BUSINESS ADDRESS: STREET 1: 12121 WILSHIRE BLVD. STREET 2: SUITE 1240 CITY: LOS ANGELES STATE: CA ZIP: 90025 BUSINESS PHONE: 424.253.1774 MAIL ADDRESS: STREET 1: 12121 WILSHIRE BLVD. STREET 2: SUITE 1240 CITY: LOS ANGELES STATE: CA ZIP: 90025 FORMER NAME: FORMER CONFORMED NAME: Legion Partners L.P. II DATE OF NAME CHANGE: 20140905 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Kiper Christopher S CENTRAL INDEX KEY: 0001432744 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-32663 FILM NUMBER: 24597539 MAIL ADDRESS: STREET 1: 12121 WILSHIRE BLVD, SUITE 1240 CITY: LOS ANGELES STATE: CA ZIP: 90025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Legion Partners Asset Management, LLC CENTRAL INDEX KEY: 0001560207 ORGANIZATION NAME: STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-32663 FILM NUMBER: 24597545 BUSINESS ADDRESS: STREET 1: 12121 WILSHIRE BLVD., SUITE 1240 CITY: LOS ANGELES STATE: CA ZIP: 90025 BUSINESS PHONE: 424-253-1774 MAIL ADDRESS: STREET 1: 12121 WILSHIRE BLVD., SUITE 1240 CITY: LOS ANGELES STATE: CA ZIP: 90025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Legion Partners, L.P. I CENTRAL INDEX KEY: 0001595909 ORGANIZATION NAME: STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-32663 FILM NUMBER: 24597544 BUSINESS ADDRESS: STREET 1: 12121 WILSHIRE BLVD. STREET 2: SUITE 1240 CITY: LOS ANGELES STATE: CA ZIP: 90025 BUSINESS PHONE: 424.253.1774 MAIL ADDRESS: STREET 1: 12121 WILSHIRE BLVD. STREET 2: SUITE 1240 CITY: LOS ANGELES STATE: CA ZIP: 90025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Legion Partners Special Opportunities, L.P. XVI CENTRAL INDEX KEY: 0001860433 ORGANIZATION NAME: STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-32663 FILM NUMBER: 24597542 BUSINESS ADDRESS: STREET 1: 12121 WILSHIRE BLVD., SUITE 1240 CITY: LOS ANGELES STATE: CA ZIP: 90025 BUSINESS PHONE: 424-253-1774 MAIL ADDRESS: STREET 1: 12121 WILSHIRE BLVD., SUITE 1240 CITY: LOS ANGELES STATE: CA ZIP: 90025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Legion Partners Holdings, LLC CENTRAL INDEX KEY: 0001682389 ORGANIZATION NAME: STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-32663 FILM NUMBER: 24597540 BUSINESS ADDRESS: STREET 1: 12121 WILSHIRE BLVD., SUITE 1240 CITY: LOS ANGELES STATE: CA ZIP: 90025 BUSINESS PHONE: 424-253-1774 MAIL ADDRESS: STREET 1: 12121 WILSHIRE BLVD., SUITE 1240 CITY: LOS ANGELES STATE: CA ZIP: 90025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Legion Partners, LLC CENTRAL INDEX KEY: 0001682390 ORGANIZATION NAME: STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-32663 FILM NUMBER: 24597541 BUSINESS ADDRESS: STREET 1: 12121 WILSHIRE BLVD., SUITE 1240 CITY: LOS ANGELES STATE: CA ZIP: 90025 BUSINESS PHONE: 424-253-1774 MAIL ADDRESS: STREET 1: 12121 WILSHIRE BLVD., SUITE 1240 CITY: LOS ANGELES STATE: CA ZIP: 90025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: White Raymond T. CENTRAL INDEX KEY: 0001682494 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-32663 FILM NUMBER: 24597546 MAIL ADDRESS: STREET 1: 12121 WILSHIRE BLVD. STREET 2: SUITE 1240 CITY: LOS ANGELES STATE: CA ZIP: 90025 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Clear Channel Outdoor Holdings, Inc. CENTRAL INDEX KEY: 0001334978 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-ADVERTISING [7310] ORGANIZATION NAME: 07 Trade & Services IRS NUMBER: 880318078 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 4830 NORTH LOOP 1604W, SUITE 111 CITY: SAN ANTONIO STATE: TX ZIP: 78249 BUSINESS PHONE: 210-822-2828 MAIL ADDRESS: STREET 1: 4830 NORTH LOOP 1604W, SUITE 111 CITY: SAN ANTONIO STATE: TX ZIP: 78249 3 1 form309050041_02052024.xml OWNERSHIP DOCUMENT X0206 3 2024-01-31 0 0001334978 Clear Channel Outdoor Holdings, Inc. CCO 0001682494 White Raymond T. 12121 WILSHIRE BLVD. SUITE 1240 LOS ANGELES CA 90025 1 0 0 0 0001560207 Legion Partners Asset Management, LLC 12121 WILSHIRE BLVD. SUITE 1240 LOS ANGELES CA 90025 1 0 0 0 0001595909 Legion Partners, L.P. I 12121 WILSHIRE BLVD. SUITE 1240 LOS ANGELES CA 90025 1 0 0 0 0001618783 Legion Partners, L.P. II 12121 WILSHIRE BLVD. SUITE 1240 LOS ANGELES CA 90025 1 0 0 0 0001860433 Legion Partners Special Opportunities, L.P. XVI 12121 WILSHIRE BLVD., SUITE 1240 LOS ANGELES CA 90025 1 0 0 0 0001682390 Legion Partners, LLC 12121 WILSHIRE BLVD. SUITE 1240 LOS ANGELES CA 90025 1 0 0 0 0001682389 Legion Partners Holdings, LLC 12121 WILSHIRE BLVD. SUITE 1240 LOS ANGELES CA 90025 1 0 0 0 0001432744 Kiper Christopher S 12121 WILSHIRE BLVD. SUITE 1240 LOS ANGELES CA 90025 1 0 0 0 Common Stock 21869019 I By: Legion Partners, L.P. I Common Stock 1943844 I By: Legion Partners, L.P. II Common Stock 2122933 I By: Legion Partners Special Opportunities, L.P. XVI Common Stock 900 I By: Legion Partners Holdings, LLC This Form 3 is filed jointly by Legion Partners, L.P. I ("Legion Partners I"), Legion Partners, L.P. II ("Legion Partners II"), Legion Partners Special Opportunities, L.P. XVI ("Legion Partners Special Opportunities"), Legion Partners, LLC ("General Partner"), Legion Partners Asset Management, LLC ("Legion Partners Asset Management"), Legion Partners Holdings, LLC ("Legion Partners Holdings"), Raymond T. White and Christopher S. Kiper (collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein, and this report shall not be deemed to be an admission that any Reporting Person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose. Securities owned directly by Legion Partners I. General Partner is the general partner of Legion Partners I, Legion Partners Asset Management is the investment advisor of Legion Partners I, Legion Partners Holdings is the sole member of Legion Partners Asset Management and managing member of General Partner, and each of Messrs. White and Kiper are managing directors of Legion Partners Asset Management and managing members of Legion Partners Holdings. As a result of these relationships, General Partner, Legion Partners Asset Management, Legion Partners Holdings and Messrs. White and Kiper may be deemed to beneficially own the securities owned directly by Legion Partners I. Securities owned directly by Legion Partners II. General Partner is the general partner of Legion Partners II, Legion Partners Asset Management is the investment advisor of Legion Partners II, Legion Partners Holdings is the sole member of Legion Partners Asset Management and managing member of General Partner, and each of Messrs. White and Kiper are managing directors of Legion Partners Asset Management and managing members of Legion Partners Holdings. As a result of these relationships, General Partner, Legion Partners Asset Management, Legion Partners Holdings and Messrs. White and Kiper may be deemed to beneficially own the securities owned directly by Legion Partners II. Securities owned directly by Legion Partners Special Opportunities. General Partner is the general partner of Legion Partners Special Opportunities, Legion Partners Asset Management is the investment advisor of Legion Partners Special Opportunities, Legion Partners Holdings is the sole member of Legion Partners Asset Management and managing member of General Partner, and each of Messrs. White and Kiper are managing directors of Legion Partners Asset Management and managing members of Legion Partners Holdings. As a result of these relationships, General Partner, Legion Partners Asset Management, Legion Partners Holdings and Messrs. White and Kiper may be deemed to beneficially own the securities owned directly by Legion Partners Special Opportunities. Securities owned directly by Legion Partners Holdings. As managing members of Legion Partners Holdings, Messrs. White and Kiper may be deemed to beneficially own the securities owned directly by Legion Partners Holdings. Raymond T. White, a managing director of Legion Partners Asset Management, is a director of the Issuer. For purposes of Section 16 of the Securities Exchange Act of 1934, as amended, each of the Reporting Persons (other than Mr. White) may be deemed a director by deputization by virtue of its or his representation on the Board of Directors of the Issuer. /s/ Raymond T. White 2024-02-05 Legion Partners Asset Management, LLC, By: /s/ Raymond T. White, Managing Member 2024-02-05 Legion Partners, L.P. I, By: Legion Partners Asset Management, LLC, By: /s/ Raymond T. White, Managing Member 2024-02-05 Legion Partners, L.P. II, By: Legion Partners Asset Management, LLC, By: /s/ Raymond T. White, Managing Member 2024-02-05 Legion Partners Special Opportunities, L.P. XVI, By: Legion Partners Asset Management, LLC, By: /s/ Raymond T. White, Managing Member 2024-02-05 Legion Partners, LLC, By: Legion Partners Holdings, LLC, By: /s/ Raymond T. White, Managing Member 2024-02-05 Legion Partners Holdings, LLC, By: /s/ Raymond T. White, Managing Member 2024-02-05 /s/ Christopher S. Kiper 2024-02-05