Form 4: Mark Rachesky Reports Changes in Beneficial Ownership of Starz Entertainment Corp. Shares Following Lionsgate Transaction

Sentiment:

SEC Form 4


Mark Rachesky, a director and 10% owner of Starz Entertainment Corp., reports changes in beneficial ownership of common shares following the consummation of transactions related to the Arrangement Agreement with Lionsgate.

Summary

  • Mark Rachesky, a director and 10% owner of Starz Entertainment Corp., filed a Form 4 detailing changes in his beneficial ownership of the company's common shares.
  • The changes are a result of the transactions contemplated by the Arrangement Agreement dated January 29, 2025, as amended, between Starz (formerly Lions Gate Entertainment Corp.) and Lionsgate Studios Corp.
  • The agreement involved the exchange of LGEC's Class A and Class B shares for New Lionsgate common shares and Starz common shares.
  • Rachesky's direct holdings include 14,611 common shares, 118 restricted share units vesting September 13, 2025, and 1,358 restricted share units vesting November 29, 2025.
  • He also indirectly holds shares through various MHR Capital Partners entities, including Master Account LP (159,013 shares), Capital Partners (100) LP (20,692 shares), Institutional Partners II LP (97,963 shares), Institutional Partners IIA LP (246,799 shares), Institutional Partners III LP (1,678,258 shares), and Institutional Partners IV LP (307,173 shares).
  • Rachesky disclaims beneficial ownership of shares held under a Voting and Standstill Agreement, where he has no pecuniary interest.

Sentiment

Score: 6

Explanation: The sentiment is neutral as the document primarily reports changes in ownership due to a pre-arranged corporate transaction. There are no indications of positive or negative performance, just a procedural update.

Industry Context

This filing reflects the completion of a corporate restructuring involving Lionsgate and Starz, which is part of a broader trend of media companies reorganizing to better compete in the streaming and content creation landscape.

Stakeholder Impact

  • Shareholders are impacted by the corporate restructuring, resulting in changes to their holdings of Lionsgate and Starz shares.
  • The completion of the Arrangement Agreement affects the ownership structure of the company.

Key Dates

DateDescription
2025-01-29Date of the Arrangement Agreement between Lions Gate Entertainment Corp. and Lionsgate Studios Corp.
2025-03-12Date of the amending agreement to the Arrangement Agreement.
2025-03-14Form S-4 declared effective by the SEC.
2025-05-06Consummation of the transactions contemplated by the Arrangement Agreement.
2025-05-12Date of the transactions reported in the Form 4.
2025-05-13Date of the Form 4 filing.
2025-09-13Vesting date for 118 restricted share units.
2025-11-29Vesting date for 1,358 restricted share units.

Keywords

Form 4, Beneficial Ownership, Starz Entertainment Corp, Lionsgate, Mark Rachesky, Shares, MHR Capital Partners

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