Sec Form 4 Filing - Warner Bros. Discovery, Inc. @ STARZ ENTERTAINMENT CORP /CN/ - 2025-06-02

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
Warner Bros. Discovery, Inc.
2. Issuer Name and Ticker or Trading Symbol
STARZ ENTERTAINMENT CORP /CN/ [ STRZ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
_____ Officer (give title below) X __ Other (specify below)
See Remarks
(Last) (First) (Middle)
230 PARK AVENUE SOUTH,
3. Date of Earliest Transaction (MM/DD/YY)
06/02/2025
(Street)
NEW YORK, NY10003
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
Common Shares 06/02/2025 S( 1 ) 353,334 D $ 14.1509 ( 1 ) 0 I ( 2 ) By subsidiary
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
Warner Bros. Discovery, Inc.
230 PARK AVENUE SOUTH
NEW YORK, NY10003
See Remarks
Discovery Lightning Investments LTD
566 CHISWICK HIGH ROAD, DISCOVERY HOUSE
CHISWICK PARK BUILDING 2
LONDON, X0W4 5YB
See Remarks
Signatures
Warner Bros. Discovery, Inc., By: /s/ Tara L. Smith, Executive Vice President and Corporate Secretary 06/04/2025
Signature of Reporting Person Date
Discovery Lightning Investments Ltd., By: /s/ Tara L. Smith, Attorney-in-Fact 06/04/2025
Signature of Reporting Person Date
Explanation of Responses:
( 1 )On June 2, 2025, Discovery Lightning Investments Ltd. ("DLI") entered into an agreement with MHR Capital Partners Master Account LP and MHR Capital Partners (100) LP (together, the "MHR Entities"), pursuant to which the MHR Entities agreed to purchase 353,334 common shares, no par value ("Common Shares"), of Starz Entertainment Corp. (the "Issuer") from DLI in a private transaction for aggregate cash consideration of $5,000,000. Following the consummation of such transaction on June 3, 2025, DLI ceased to own any Common Shares.
( 2 )The shares are held directly by DLI. Because DLI is an indirect wholly-owned subsidiary of Warner Bros. Discovery, Inc. ("WBD"), WBD may be deemed to beneficially own the reported securities. WBD expressly disclaims beneficial ownership of the reported securities, except to the extent of its pecuniary interest therein.

Remarks:
Prior to the consummation of the transaction described in this filing, as a result of certain agreements among the Reporting Persons, the Issuer and certain other shareholders of the Issuer, the Reporting Persons may have been deemed members of a "group", within the meaning of Rule 13d-5(b)(1) under the Securities Exchange Act of 1934, as amended (the "Act"), with such other shareholders, that beneficially owned more than 10% of the Common Shares of the Issuer. These agreements are described in, and filed as exhibits to, the Issuer's Current Report on Form 8-K filed with the Securities Exchange Commission on May 7, 2025. This filing is being made as a precautionary matter and shall not be deemed an admission that any of the Reporting Persons was a member of a group or subject to the reporting requirements of Section 16 of the Act. Following the consummation of the transaction described in this filing, the Reporting Persons beneficially own no Common Shares.

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).
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