SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
AI Entertainment Holdings LLC

(Last) (First) (Middle)
C/O ACCESS INDUSTRIES, INC.
40 WEST 57TH STREET, 28TH FLOOR

(Street)
NEW YORK NY 10019

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Warner Music Group Corp. [ WMG ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
06/02/2020
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Class A Common Stock 06/05/2020 C 53,207,339 A $0.00 53,207,339 D(1)
Class A Common Stock 06/05/2020 S 53,207,339 D $25 0 D(1)
Class A Common Stock 06/05/2020 C 318,536 A $0.00 318,536 I By partnership(2)
Class A Common Stock 06/05/2020 S 318,536 D $25 0 I By partnership(2)
Class A Common Stock 06/05/2020 C 1,200,000 A $0.00 1,200,000 I By LLC(3)
Class A Common Stock 06/05/2020 S 1,200,000 D $25 0 I By LLC(3)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Class B Common Stock (4) 06/02/2020 G(5) V 20,000,000 (4) (4) Class A Common Stock 20,000,000 $0.00(5) 479,800 I By LLC(6)
Class B Common Stock (4) 06/02/2020 G(5) V 20,000,000 (4) (4) Class A Common Stock 20,000,000 $0.00(5) 20,000,000 I By LLC(7)
Class B Common Stock (4) 06/03/2020 G(8) V 20,000,000 (4) (4) Class A Common Stock 20,000,000 $0.00(8) 0 I By LLC(7)
Class B Common Stock (4) 06/05/2020 C 53,207,339 (4) (4) Class A Common Stock 53,207,339 (4) 391,418,612 D(1)
Class B Common Stock (4) 06/05/2020 C 318,536 (4) (4) Class A Common Stock 318,536 (4) 1,685,883 I By partnership(2)
Class B Common Stock (4) 06/05/2020 C 1,200,000 (4) (4) Class A Common Stock 1,200,000 (4) 5,301,216 I By LLC(3)
1. Name and Address of Reporting Person*
AI Entertainment Holdings LLC

(Last) (First) (Middle)
C/O ACCESS INDUSTRIES, INC.
40 WEST 57TH STREET, 28TH FLOOR

(Street)
NEW YORK NY 10019

(City) (State) (Zip)
1. Name and Address of Reporting Person*
AI Entertainment Management, LLC

(Last) (First) (Middle)
C/O ACCESS INDUSTRIES, INC.
40 WEST 57TH STREET, 28TH FLOOR

(Street)
NEW YORK NY 10019

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Altep 2012 L.P.

(Last) (First) (Middle)
C/O ACCESS INDUSTRIES, INC.
40 WEST 57TH STREET, 28TH FLOOR

(Street)
NEW YORK NY 10019

(City) (State) (Zip)
1. Name and Address of Reporting Person*
AI Altep Holdings, Inc

(Last) (First) (Middle)
C/O ACCESS INDUSTRIES, INC.
40 WEST 57TH STREET, 28TH FLOOR

(Street)
NEW YORK NY 10019

(City) (State) (Zip)
1. Name and Address of Reporting Person*
ACCESS INDUSTRIES, LLC

(Last) (First) (Middle)
40 WEST 57TH STREET, 28TH FLOO

(Street)
NEW YORK NY 10019

(City) (State) (Zip)
1. Name and Address of Reporting Person*
AIPH Holdings LLC

(Last) (First) (Middle)
C/O ACCESS INDUSTRIES, INC.
40 WEST 57TH STREET, 28TH FLOOR

(Street)
NEW YORK NY 10019

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Access Industries Holdings LLC

(Last) (First) (Middle)
C/O ACCESS INDUSTRIES, INC.
40 WEST 57TH STREET, 28TH FLOOR

(Street)
NEW YORK NY 10019

(City) (State) (Zip)
1. Name and Address of Reporting Person*
ACCESS INDUSTRIES MANAGEMENT, LLC

(Last) (First) (Middle)
C/O ACCESS INDUSTRIES, INC.
40 WEST 57TH STREET, 28TH FLOOR

(Street)
NEW YORK NY 10019

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Blavatnik Len

(Last) (First) (Middle)
C/O ACCESS INDUSTRIES, INC.
40 WEST 57TH STREET, 28TH FLOOR

(Street)
NEW YORK NY 10019

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Blavatnik Family Foundation LLC

(Last) (First) (Middle)
C/O ACCESS INDUSTRIES, INC.
40 WEST 57TH STREET, 28TH FLOOR

(Street)
NEW YORK NY 10019

(City) (State) (Zip)
Explanation of Responses:
1. The securities reported are held directly by AI Entertainment Holdings LLC ("AIEH") and may be deemed to be beneficially owned by AIPH Holdings LLC ("AIPH"), Access Industries Holdings LLC ("AIH"), Access Industries, LLC ("AI"), Access Industries Management, LLC ("AIM") and Mr. Blavatnik, because AIPH is the parent of AIEH, AIH controls a majority of the outstanding voting interests in AIPH, AI controls a majority of the outstanding voting interests in AIH, AIM controls AI and AIH and Mr. Blavatnik is the controlling person of AIM and controls a majority of the outstanding voting interests in AI. Each of the reporting persons (other than AIEH) disclaims beneficial ownership of these securities, except to the extent of its or his pecuniary interest therein, and this Form shall not be construed as an admission that any such reporting person is the beneficial owner of any of the securities reported on this Form.
2. The securities reported are held directly by Altep 2012 L.P. ("Altep 2012") and may be deemed to be beneficially owned by AI Altep Holdings, Inc. and Mr. Blavatnik because AI Altep Holdings, Inc. is the general partner of Altep 2012 and Mr. Blavatnik controls AI Altep Holdings, Inc. Each of the reporting persons (other than Altep 2012) disclaims beneficial ownership of these securities, except to the extent of its or his pecuniary interest therein, and this Form shall not be construed as an admission that any such reporting person is the beneficial owner of any such securities.
3. The securities reported are held directly by AI Entertainment Management, LLC ("AIEM") and may be deemed to be beneficially owned by AIEH, AIPH, AIH, AI, AIM and Mr. Blavatnik, because AIEH controls a majority of the outstanding voting interests in AIEM, AIPH is the parent of AIEH, AIH controls a majority of the outstanding voting interests in AIPH, AI controls a majority of the outstanding voting interests in AIH, AIM controls AI and AIH and Mr. Blavatnik is the controlling person of AIM and controls a majority of the outstanding voting interests in AI. Each of the reporting persons (other than AIEM) disclaims beneficial ownership of these securities, except to the extent of its or his pecuniary interest therein, and this Form shall not be construed as an admission that any such reporting person is the beneficial owner of any of the securities reported on this Form.
4. Each share of Class B Common Stock is convertible at any time at the option of the holder into one share of Class A Common Stock and has no expiration date.
5. Represents a transfer by AI of the securities to certain series of the Blavatnik Family Foundation LLC ("BFF"), of which AI is the sole member.
6. The securities reported are held directly by AI and may be deemed to be beneficially owned by AIM and Mr. Blavatnik, because AIM controls AI and Mr. Blavatnik is the controlling person of AIM and controls a majority of the outstanding voting interests in AI. Each of the reporting persons (other than AI) disclaims beneficial ownership of these securities, except to the extent of its or his pecuniary interest therein, and this Form shall not be construed as an admission that any such reporting person is the beneficial owner of any of the securities reported on this Form.
7. The securities reported are held directly by BFF and may be deemed to be beneficially owned by AI, AIM and Mr. Blavatnik, because AI is the member of the series of BFF relating to the securities reported on this form, AIM controls AI and Mr. Blavatnik is the controlling person of AIM and controls a majority of the outstanding voting interests in AI. Each of the reporting persons (other than BFF) disclaims beneficial ownership of these securities, except to the extent of its or his pecuniary interest therein, and this Form shall not be construed as an admission that any such reporting person is the beneficial owner of any of the securities reported on this Form.
8. Represents a contribution of certain series of BFF in connection with the Issuer's IPO to the trustees on behalf of certain charitable trusts.
Remarks:
/s/ Alejandro Moreno for AI Entertainment Holdings LLC 06/05/2020
/s/ Alejandro Moreno for AI Entertainment Management, LLC 06/05/2020
/s/ Alejandro Moreno for Altep 2012 L.P. 06/05/2020
/s/ Alejandro Moreno for AI Altep Holdings, Inc. 06/05/2020
/s/ Alejandro Moreno for Access Industries, LLC 06/05/2020
/s/ Alejandro Moreno for AIPH Holdings LLC 06/05/2020
/s/ Alejandro Moreno for Access Industries Holdings LLC 06/05/2020
/s/ Alejandro Moreno for Access Industries Management, LLC 06/05/2020
/s/ Trent N. Tappe, as Attorney-in-Fact for Len Blavatnik 06/05/2020
/s/ Alejandro Moreno for Blavatnik Family Foundation LLC 06/05/2020
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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