Sec Form 4 Filing - SCRIPPS PAUL K @ Scripps Networks Interactive, Inc. - 2018-03-06

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
SCRIPPS PAUL K
2. Issuer Name and Ticker or Trading Symbol
Scripps Networks Interactive, Inc. [ SNI]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
C/O ARISTON SERVICES GROUP, LLC, 750 'B' STREET, SUITE 2630
3. Date of Earliest Transaction (MM/DD/YY)
03/06/2018
(Street)
SAN DIEGO, CA92101
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 Shares, $.01 par value per share 03/06/2018 U 18,269 ( 1 ) D 0 I ( 3 ) As Trustee
Common Voting Shares, $.01 par value per share 03/06/2018 U 349,018 D 0 I ( 4 ) As Co-Trustee
Common Voting Shares, $.01 par value per share 03/06/2018 U 349,018 D 0 I ( 5 ) As Co-Trustee
Common Voting Shares, $.01 par value per share 03/06/2018 U 349,018 D 0 I ( 6 ) As Co-Trustee
Common Voting Shares, $.01 par value per share 03/06/2018 U 49,382 D 0 I ( 7 ) As Co-Trustee
Common Voting Shares, $.01 par value per share 03/06/2018 U 33,780 D 0 I ( 8 ) As Trustee
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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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 of Derivative Security: 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
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
SCRIPPS PAUL K
C/O ARISTON SERVICES GROUP, LLC
750 'B' STREET, SUITE 2630
SAN DIEGO, CA92101
X
PAUL K. SCRIPPS FAMILY REVOCABLE TRUST
C/O ARISTON SERVICES GROUP, LLC
750 'B' STREET, SUITE 2630
SAN DIEGO, CA92101
X
JOHN P. SCRIPPS TRUST UNDER AGREEMENT DATED 2/10/77 FBO BARBARA SCRIPPS EVANS
C/O ARISTON SERVICES GROUP, LLC
750 ?B? STREET, SUITE 2630
SAN DIEGO, CA92101
X
JOHN P. SCRIPPS TRUST FBO PAUL K. SCRIPPS UNDER AGREEMENT DATED 2/10/77
C/O ARISTON SERVICES GROUP, LLC
750 ?B? STREET, SUITE 2630
SAN DIEGO, CA92101
X
JOHN P. SCRIPPS TRUST UNDER AGREEMENT DATED 2/10/77 FBO PETER M. SCRIPPS
C/O ARISTON SERVICES GROUP, LLC
750 ?B? STREET, SUITE 2630
SAN DIEGO, CA92101
X
JOHN P. SCRIPPS TRUST EXEMPT TRUST UNDER AGREEMENT DATED 2/10/77
C/O ARISTON SERVICES GROUP, LLC
750 ?B? STREET, SUITE 2630
SAN DIEGO, CA92101
X
JOHN P. SCRIPPS TRUST FBO ELLEN MCRAE SCRIPPS UNDER AGREEMENT DATED 12/28/84
C/O ARISTON SERVICES GROUP, LLC
750 'B' STREET, SUITE 2630
SAN DIEGO, CA92101
X
Signatures
/s/ Tracy Tunney Ward, on behalf of Miramar Services, Inc., as Attorney-in-fact for Paul K. Scripps 03/08/2018
Signature of Reporting Person Date
Explanation of Responses:
( 1 )4,191 of these shares were previously reported as directly owned, but were contributed on April 20, 2017 to The Paul K. Scripps Family 1994 Revocable Trust dated 2/7/1994 of which the reporting person is trustee.
( 2 )Pursuant to the Agreement and Plan of Merger, dated July 31, 2017 (the "Merger Agreement"), by and among Discovery Communications, Inc. ("Discovery"), the Issuer and Skylight Merger Sub, Inc., the reporting person's shares were converted into the right to receive, at the election of the reporting person, (i) mixed consideration of $65.82 in cash and 1.0584 shares of Discovery Series C common stock for each share, (ii) $90.00 in cash for each share or (iii) 3.9392 shares of Discovery Series C common stock for each share, subject to the terms and conditions set forth in the Merger Agreement including, in the case of an election to receive all cash or all stock, the proration procedures in the event that cash or stock is oversubscribed.
( 3 )These shares were owned directly by The Paul K. Scripps Family 1994 Revocable Trust dated 2/7/1994 and indirectly by Paul K. Scripps, the Trustee of The Paul K. Scripps Family 1994 Revocable Trust dated 2/7/1994.
( 4 )These shares were owned directly by the John P. Scripps Trust FBO Barbara Scripps Evans U/A dated 2/10/77 and indirectly by Paul K. Scripps, a Co-Trustee of the John P. Scripps Trust FBO Barbara Scripps Evans U/A dated 2/10/77.
( 5 )These shares were owned directly by the John P. Scripps Trust FBO Paul K. Scripps U/A dated 2/10/77 and indirectly by Paul K. Scripps, a Co-Trustee of the John P. Scripps Trust FBO Paul K. Scripps U/A dated 2/10/77.
( 6 )These shares were owned directly by the John P. Scripps Trust FBO Peter M. Scripps U/A dated 2/10/77 and indirectly by Paul K. Scripps, a Co-Trustee of the John P. Scripps Trust FBO Peter M. Scripps U/A dated 2/10/77.
( 7 )These shares were owned directly by the John P. Scripps Trust FBO Exempt Trust U/A dated 2/10/77 and indirectly by Paul K. Scripps, a Co-Trustee of the John P. Scripps Trust Exempt Trust U/A dated 2/10/77.
( 8 )These shares were owned directly by the John P. Scripps Trust FBO Ellen McRae Scripps U/A dated 12/28/1984 and indirectly by Paul K. Scripps, the Trustee of the John P. Scripps Trust FBO Ellen McRae Scripps U/A dated 12/28/1984.

Remarks:
The reporting person had been deemed to have shared voting power with respect to more than 10% of the Class A Common Shares of the Issuer (due solely to the convertibility of Common Voting Shares of the Company into Class A Common Shares on a share-for-share basis) due to the voting provisions of the Amended and Restated Scripps Family Agreement dated May 19, 2015, as amended on March 29, 2017, to which the reporting person is a party. The reporting person filed a Schedule 13D with the Commission on January 24, 2013, as last amended on March 7, 2018.

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