Sec Form 4 Filing - BARGE JAMES W @ STARZ ENTERTAINMENT CORP /CN/ - 2025-05-06

Insider filing report for Changes in Beneficial Ownership
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
- Peter Lynch
What is insider trading>>
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
OMB APPROVAL
OMB Number: 3235-0287
Expires: November 30, 2011
Estimated average burden hours per response... 0.5
1. Name and Address of Reporting Person
BARGE JAMES W
2. Issuer Name and Ticker or Trading Symbol
STARZ ENTERTAINMENT CORP /CN/ [ LGF.A]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Chief Financial Officer
(Last) (First) (Middle)
2700 COLORADO AVENUE
3. Date of Earliest Transaction (MM/DD/YY)
05/06/2025
(Street)
SANTA MONICA, CA90404
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
Class A Common Shares, no par value 05/06/2025 J( 1 )( 2 )( 3 ) 91,282 D $ 0 ( 1 ) ( 2 ) ( 3 ) 0 D
Class B Common Shares, no par value 05/06/2025 J( 1 )( 2 )( 3 ) 3,147,206 D $ 0 ( 1 ) ( 2 ) ( 3 ) 0 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
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
BARGE JAMES W
2700 COLORADO AVENUE
SANTA MONICA, CA90404
Chief Financial Officer
Signatures
/s/ Adrian Kuzycz, by power of atty., for James W. Barge 05/08/2025
Signature of Reporting Person Date
Explanation of Responses:
( 1 )On May 6, 2025, in connection with the consummation of the transactions contemplated by the Arrangement Agreement, dated as of January 29, 2025, as amended by an amending agreement dated March 12, 2025, by and among the Issuer, Lionsgate Studios Corp. ("New Lionsgate") (f/k/a Lionsgate Sudios Holding Corp.), LG Sirius Holdings ULC and Lionsgate Studios Holding Corp. (f/k/a Lionsgate Studios Corp.), each share of the Issuer's Class A voting shares and Class B non-voting shares, without par value, held by the Reporting Person were exchanged for (i) New Lionsgate new common shares, without par value, pursuant to the Initial Share Exchange and Second Share Exchange (as defined in the Issuer's joint proxy statement/prospectus included in the Registration Statement on Form S-4 (the "Form S-4")) and (ii) common shares, without par value, of Starz Entertainment Corp. ("Starz") pursuant to the Initial Share Exchange, Second Share Exchange and Reverse Stock Split (as defined in the Form S-4).
( 2 )Pursuant to the terms of the Form S-4, (i) each equity award outstanding under the equity plans of Issuer held by an employee or service provider of Issuer who will be an employee or service provider of New Lionsgate after the transactions, or by a former employee of Issuer (regardless of the division in which such former employee served), will be converted into an award of New Lionsgate under the New Lionsgate 2025 Plan (as defined in the Form S-4), (ii) each equity award outstanding under the equity plans of Issuer held by an employee or service provider of Issuer who will be an employee or service provider of Starz will be converted into an award of Starz under the Starz 2025 Plan (as defined in the Form S-4),
( 3 )(Continued from footnote 2) and (iii) each equity award outstanding under the equity plans of Issuer held by a director of Issuer who will be a director of both New Lionsgate and Starz will be partially converted into an award of award of New Lionsgate under the New Lionsgate 2025 Plan and partially converted into an award of Starz under the Starz 2025 Plan, in all cases, on a basis that is intended to preserve the aggregate fair market value of such awards immediately before and immediately after the conversion.

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).

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.