Sec Form 4 Filing - ADVANCE LONG-TERM MANAGEMENT TRUST @ Discovery, Inc. - 2019-11-11

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
ADVANCE LONG-TERM MANAGEMENT TRUST
2. Issuer Name and Ticker or Trading Symbol
Discovery, Inc. [ DISCK]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
C/O ROBINSON MILLER LLC, ONE NEWARK CENTER, 19TH FLOOR
3. Date of Earliest Transaction (MM/DD/YY)
11/11/2019
(Street)
NEWARK, NJ07102
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
Series C Common Stock 11/11/2019 C 9,500,002 A 9,500,002 I See Footnote ( 2 )
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
Series C-1 Convertible Participating Preferred Stock ( 3 ) 11/11/2019 C 490,581 ( 3 ) ( 3 ) Series C Common Stock 9,500,002 ( 1 ) ( 3 ) 782,094 I See Footnote ( 2 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
ADVANCE LONG-TERM MANAGEMENT TRUST
C/O ROBINSON MILLER LLC
ONE NEWARK CENTER, 19TH FLOOR
NEWARK, NJ07102
X X
NEWHOUSE BROADCASTING CORP
6350 COURT STREET
EAST SYRACUSE, NY13057-1211
X
ADVANCE PUBLICATIONS, INC
950 FINGERBOARD ROAD
STATEN ISLAND, NY10305
X
NEWHOUSE FAMILY HOLDINGS, L.P.
ONE WORLD TRADE CENTER
NEW YORK, NY10007
X
ADVANCE/NEWHOUSE PROGRAMMING PARTNERSHIP
6350 COURT STREET
E. SYRACUSE, NY13057-1211
X
Signatures
Advance/Newhouse Programming Partnership By: /s/ Oren Klein, CFO 11/11/2019
Signature of Reporting Person Date
Newhouse Family Holdings, LP By: Advance Long Term Management Trust, as General Partner By: /s/ Michael A. Newhouse, Trustee 11/11/2019
Signature of Reporting Person Date
Advance Publications, Inc., By: /s/ Oren Klein, CFO 11/11/2019
Signature of Reporting Person Date
Newhouse Broadcasting Corporation, By: /s/ Oren Klein, CFO 11/11/2019
Signature of Reporting Person Date
Advanced Long-Term Management Trust, By: /s/ Michael A. Newhouse, Trustee 11/11/2019
Signature of Reporting Person Date
Explanation of Responses:
( 1 )On November 11, 2019, Advance/Newhouse Partnership ("A/NP") converted 490,581 shares of Discovery, Inc.'s Series C-1 Convertible Participating Preferred Stock ("Preferred Shares") into 9,500,002 shares of Discovery, Inc.'s Series C Common Stock ("Common Shares").
( 2 )A/NP is the record holder of the Preferred Shares and the Common Shares described above. The other reporting persons may be deemed to beneficially own the Preferred Shares and the Common Shares due to their control of A/NP. Each reporting person disclaims beneficial ownership except to the extent of its pecuniary interest.
( 3 )Each Preferred Share is convertible pursuant to its terms into 19.3648 Common Shares at any time.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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