Sec Form 4 Filing - NATIONAL AMUSEMENTS INC /MD/ @ Paramount Global - 2022-05-17

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
NATIONAL AMUSEMENTS INC /MD/
2. Issuer Name and Ticker or Trading Symbol
Paramount Global [ PARA]
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)
846 UNIVERSITY AVENUE
3. Date of Earliest Transaction (MM/DD/YY)
05/17/2022
(Street)
NORWOOD, MA02062
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
Paramount Global Class B common stock 05/17/2022 P 646,764 A $ 32.3692( 1 ) 32,012,190 I By NAI and NAI EH.( 2 )( 3 )
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
NATIONAL AMUSEMENTS INC /MD/
846 UNIVERSITY AVENUE
NORWOOD, MA02062
X X
NAI Entertainment Holdings LLC
846 UNIVERSITY AVENUE
NORWOOD, MA02062
X X
Sumner M. Redstone National Amusements Part B General Trust
846 UNIVERSITY AVENUE
NORWORD, MA02062
X X
Signatures
/s/ Tad Jankowski, Vice President, National Amusements, Inc. 05/18/2022
Signature of Reporting Person Date
/s/ Tad Jankowski, Vice President, NAI Entertainment Holdings LLC 05/18/2022
Signature of Reporting Person Date
/s/ Tad Jankowski, Trustee, Sumner M. Redstone National Amusements Part B General Trust 05/18/2022
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $32.03 to $32.59, inclusive. The reporting person undertakes to provide to Paramount Global (the "Issuer"), any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth above.
( 2 )Of these securities, (i) 18,425,149 shares are owned directly by National Amusements, Inc. ("NAI") and (ii) 13,587,041 shares are owned directly by NAI Entertainment Holdings LLC ("NAI EH"). NAI EH is a wholly-owned direct subsidiary of NAI. The shares owned directly by NAI EH may also be deemed to be beneficially owned by NAI.
( 3 )The Sumner M. Redstone National Amusements Part B General Trust (the "Continuing Trust") owns 80% of the voting stock of NAI. Subject to certain exceptions, actions by the Continuing Trust are authorized by a vote of a majority of the trustees. The shares owned directly and indirectly by NAI may also be deemed to be beneficially owned by the Continuing Trust.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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