Sec Form 4 Filing - Sauer Richard H. @ OUTFRONT Media Inc. - 2019-02-20

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
Sauer Richard H.
2. Issuer Name and Ticker or Trading Symbol
OUTFRONT Media Inc. [ OUT]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
EVP, General Counsel
(Last) (First) (Middle)
C/O OUTFRONT MEDIA INC., 405 LEXINGTON AVENUE
3. Date of Earliest Transaction (MM/DD/YY)
02/20/2019
(Street)
NEW YORK, NY10174
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ 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
Common Stock 02/22/2019 M 5,744 A $ 0 ( 1 ) 64,700 D
Common Stock 02/22/2019 M 1,979 A $ 0 ( 1 ) 66,679 D
Common Stock 02/22/2019 A( 2 ) 636 A $ 0 ( 2 ) 67,315 D
Common Stock 02/22/2019 F 5,375 D $ 21.39 ( 3 ) 61,940 D
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
Restricted Share Units ( 1 ) 02/20/2019 A( 4 ) 17,232 02/22/2019( 5 ) ( 5 ) Common Stock 17,232 $ 0 28,384 D
Restricted Share Units ( 1 ) 02/22/2019 M 5,744 02/22/2019( 5 ) ( 5 ) Common Stock 5,744 $ 0 22,640 D
Restricted Share Units ( 1 ) 02/22/2019 M 3,717 02/22/2019( 5 ) ( 5 ) Common Stock 3,717 $ 0 18,923 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Sauer Richard H.
C/O OUTFRONT MEDIA INC.
405 LEXINGTON AVENUE
NEW YORK, NY10174
EVP, General Counsel
Signatures
/s/ Richard Sauer 02/26/2019
Signature of Reporting Person Date
Explanation of Responses:
( 1 )These restricted share units are settled by delivery of a corresponding number of shares of common stock of OUTFRONT Media Inc. (the "Company") upon vesting.
( 2 )Includes shares acquired due to the settlement of dividend equivalents into shares of the Company's common stock at vesting.
( 3 )On February 22, 2019, the last preceding business day, the closing price of the Company's common stock on the New York Stock Exchange was $21.39.
( 4 )On February 20, 2019, the performance targets associated with these restricted share units were certified as having been achieved.
( 5 )These restricted share units vest in three equal annual installments beginning on February 22, 2019.

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