Insider filing report for Changes in Beneficial Ownership
- Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
- Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
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- Peter Lynch
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
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Grupo Televisa, S.A.B. (Name of Issuer) |
Series A Shares ("A Shares"), Series B Shares ("B Shares"), Dividend Preferred Shares ("D Shares"), Series L Shares ("L Shares") (Title of Class of Securities) |
40049J206 (CUSIP Number) |
Bernardo Gomez Martinez c/o Grupo Televisa, S.A.B., Av. Vasco de Quiroga No. 2000 Mexico City, O5, 01210 011525552612511 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) |
04/01/2026 (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-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.
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).
SCHEDULE 13D
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| CUSIP No. | 40049J206 |
| 1 |
Name of reporting person
Bernardo Gomez Martinez | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
 (b)
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| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
PF | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
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| 6 | Citizenship or place of organization
MEXICO
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 11 | Aggregate amount beneficially owned by each reporting person
18,226,505,907.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
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| 13 | Percent of class represented by amount in Row (11)
5.35 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
IN |
Comment for Type of Reporting Person:
The Shares reported herein consist of (i) 14,247,435,527 A Shares representing 12.0% of the outstanding A Shares; (ii) 951,516,830 B Shares representing 1.7% of the outstanding B Shares; (iii) 1,513,776,775 D Shares representing 1.8% of the outstanding D Shares; and (iv) 1,513,776,775 L Shares representing 1.8% of the outstanding L Shares, and are based on approximately 118,614,113,375 A Shares, 54,882,207,692 B Shares, 83,562,738,595 D Shares and 83,562,738,595 L Shares authorized, issued and outstanding as of March 31, 2025, as reported in the Issuer's Form 20-F, Item 7 filed with the Securities and Exchange Commission ("SEC") on April 30, 2025.
SCHEDULE 13D
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| Item 1. | Security and Issuer | |
| (a) | Title of Class of Securities:
Series A Shares ("A Shares"), Series B Shares ("B Shares"), Dividend Preferred Shares ("D Shares"), Series L Shares ("L Shares") | |
| (b) | Name of Issuer:
Grupo Televisa, S.A.B. | |
| (c) | Address of Issuer's Principal Executive Offices:
AV VASCO DE QUIROGA 2000, COLONIA SANTA FE, MEXICO, D.F.,
MEXICO
, 5255526120. | |
Item 1 Comment:
This Amendment No. 1 ("Amendment No. 1") amends the Schedule 13D (the "Original Schedule 13D") filed by the Reporting Person with the SEC on January 5, 2026, with respect to the Series A Shares of common stock, no par value (the "A Shares"), the Series B Shares of common stock, no par value (the "B Shares"), the Dividend Preferred Shares, no par value (the "D Shares"), and the limited-voting Series L Shares, no par value ("L Shares" and, together with the A Shares, the B Shares and the D Shares, the "Shares") of Grupo Televisa, S.A.B. (the "Issuer"). This Amendment No. 1 supplements Items 3 and 4 as set forth below. Except as set forth herein, the information in the Original Schedule 13D is unchanged and has been omitted from this Amendment No. 1. Unless otherwise defined herein, capitalized terms used herein shall have the meanings ascribed thereto in the Original Schedule 13D. The Shares trade on the Mexican Stock Exchange in the form of certificados de participacion ordinarios ("CPOs"), each of which currently comprises of 25 A Shares, 22 B Shares, 35 D Shares and 35 L Shares, and in the United States, in the form of global depositary shares, each of which represent 5 CPOs. | ||
| Item 3. | Source and Amount of Funds or Other Consideration | |
The information set forth or incorporated in Item 4 of this Schedule 13D is incorporated by reference in its entirety into this Item 3. | ||
| Item 4. | Purpose of Transaction | |
On April 1, 2026, pursuant to the terms of the Transaction Agreement, the Reporting Person completed the acquisition of the Acquired Shares in exchange for available cash on hand in an amount equal to Ps. 963,151,805. This description of the consummation of the transactions contemplated by the Transaction Agreement is qualified in its entirety by reference to the full text of the Transaction Agreement, a copy of which is filed as Exhibit 99.1 to the Original Schedule 13D and is incorporated by reference into this Item 4. | ||
| 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.
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