Sec Form 13D Filing - PACIFIC INVESTMENT MANAGEMENT CO LLC filing for Clear Channel Outdoor Holdings Inc. (CCO) - 2023-07-14

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

SCHEDULE 13D

(Rule 13d-101)

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 4)*

Clear Channel Outdoor Holdings, Inc.

(Name of Issuer)

Common Stock, par value $0.01 per share

(Title of Class of Securities)

18453Hl06

(CUSIP Number)

Pacific Investment Management Company LLC

Attention: Zephram Yowell, Senior Vice President, Senior Counsel

650 Newport Center Drive

Newport Beach, California 92660

(949) 720-6000

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

June 16, 2023

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-l(e), 240.13d-l(f) or 240.13d-l(g), check the following box.  ☐

Note. Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See § 240. l 3d-7 for other parties to whom copies are to be sent.

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).

AMENDMENT NO. 4 TO SCHEDULE 13D

This Amendment No. 4 (“Amendment No. 4”) amends and supplements the Schedule 13D filed on May 13, 2019 (the “Original Schedule 13D”) as amended by Amendment No. 1 thereto on July 10, 2019 (“Amendment No. 1”), Amendment No. 2 thereto on July 31, 2019 (Amendment No. 2), and Amendment No. 3 thereto on August 2, 2019 (“Amendment No. 3” and, together with the Original Schedule 13D, Amendment Nos. 1, 2 and 3, the “Schedule 13D”), relating to the shares of common stock, par value $0.01 per share (the “Common Stock”), of Clear Channel Outdoor Holdings, Inc., a Delaware corporation (the “Issuer”). Each Item below amends and supplements the information disclosed under the corresponding Item of the Schedule 13D. Except as specifically provided herein, this Amendment No. 4 does not modify any of the information previously reported in the Schedule 13D. Capitalized terms used but not defined in this Amendment No. 4 shall have the same meanings herein as are ascribed to such terms in the Schedule 13D.

Item 2.    Identity and Background.

The information set forth below is hereby added after the fourth paragraph of Item 2 of the Schedule 13D:

On June 16, 2023, PIMCO entered into a settlement agreement with the SEC relating to certain disclosures in the 2014 and 2015 annual shareholder reports of PIMCO Global StocksPLUS & Income Fund (“PGP”) regarding PGP’s use of paired interest rate swaps in its portfolio. Under the terms of the settlement, PIMCO agreed to pay to the SEC a civil monetary penalty in the amount of $6.5 million. Prior to the SEC’s investigation, PIMCO had updated the disclosures in PGP’s 2016 annual shareholder report.

On June 16, 2023, PIMCO entered into a settlement agreement with the SEC relating to an error in the fee waiver calculation used by PIMCO’s third-party vendor that caused certain advisory fees to be under-waived from April 2011 to November 2017 and charged to PIMCO All Asset All Authority Fund (“A4”). Under the terms of the settlement, PIMCO agreed to pay to the SEC a civil monetary penalty in the amount of $2.5 million. Prior to the SEC’s investigation, PIMCO had identified the error, publicly disclosed the issue and implemented a plan that reimbursed A4 and its shareholders for any losses associated with the fee waiver miscalculation. In addition, PIMCO has enhanced its policies and procedures relating to its oversight of the third-party vendor’s advisory fee calculations.

Neither the Reporting Person nor, to the best knowledge of the Reporting Person, any of the persons listed in Schedule A has, during the last five years, been convicted in any criminal proceeding (excluding traffic violations or similar misdemeanors) or been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction resulting in his, her or its being subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.

Item 5.    Interest in Securities of the Issuer.

The information contained in Item 5 of the Schedule 13D is hereby amended to add the following:

(a) and (b)

Items 7-13 (inclusive of the footnote thereto) of the cover page of this Amendment No. 4 are incorporated herein by reference.

(c)

There have been no transactions with respect to the Common Stock during the sixty days prior to the date of this Amendment No. 4 by the Reporting Person or, to its knowledge, by any executive officer or director of the Reporting Person.

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.

Dated: July 14, 2023

Schedule A of Schedule 13D is hereby amended in its entirety as follows:

SCHEDULE A

The name and present principal occupation of each Executive Committee Member and Chief Investment Officer of PIMCO is set forth below. Unless otherwise noted the business address of each person listed below is c/o Pacific Investment Management Company LLC, 650 Newport Center Drive, Newport Beach, California 92660.

EXECTUVE COMMITTEE MEMBERS AND CHIEF INVESTMENT OFFICERS OF

PACIFIC INVESTMENT MANAGEMENT COMPANY LLC