13D Filing: Starboard Value LP and Tribune Media Co (NYSE:TRCO)

K.	Starboard Value GP

(a)

Starboard Value GP, as the general partner of Starboard Value LP, may be deemed the beneficial owner of the (i) 2,011,897 Shares owned by Starboard V&O Fund, (ii) 234,386 Shares owned by Starboard S LLC, (iii) 129,944 Shares owned by Starboard C LP, (iv) 1,164,807 Shares owned by Starboard Lima LLC and (v) 261,366 Shares held in the Starboard Value LP Account.

Percentage: Approximately 4.4%

(b)

1. Sole power to vote or direct vote: 3,802,400

2. Shared power to vote or direct vote: 0

3. Sole power to dispose or direct the disposition: 3,802,400

4. Shared power to dispose or direct the disposition: 0

(c)

Starboard Value GP has not entered into any transactions in the Shares since the filing of the Schedule 13D. The transactions in the Shares on behalf of each of Starboard V&O Fund, Starboard S LLC, Starboard C LP and Starboard Lima LLC and through the Starboard Value LP Account since the filing of the Schedule 13D are set forth in Schedule A and are incorporated herein by reference.

L.	Principal Co

(a)

Principal Co, as a member of Starboard Value GP, may be deemed the beneficial owner of the (i) 2,011,897 Shares owned by Starboard V&O Fund, (ii) 234,386 Shares owned by Starboard S LLC, (iii) 129,944 Shares owned by Starboard C LP, (iv) 1,164,807 Shares owned by Starboard Lima LLC and (v) 261,366 Shares held in the Starboard Value LP Account.

Percentage: Approximately 4.4%

(b)

1. Sole power to vote or direct vote: 3,802,400

2. Shared power to vote or direct vote: 0

3. Sole power to dispose or direct the disposition: 3,802,400

4. Shared power to dispose or direct the disposition: 0

(c)

Principal Co has not entered into any transactions in the Shares since the filing of the Schedule 13D. The transactions in the Shares on behalf of each of Starboard V&O Fund, Starboard S LLC, Starboard C LP, Starboard Lima LLC and through the Starboard Value LP Account since the filing of the Schedule 13D are set forth in Schedule A and are incorporated herein by reference.

M.	Principal GP

(a)

Principal GP, as the general partner of Principal Co, may be deemed the beneficial owner of the (i) 2,011,897 Shares owned by Starboard V&O Fund, (ii) 234,386 Shares owned by Starboard S LLC, (iii) 129,944 Shares owned by Starboard C LP, (iv) 1,164,807 Shares owned by Starboard Lima LLC and (v) 261,366 Shares held in the Starboard Value LP Account.

Percentage: Approximately 4.4%

(b)

1. Sole power to vote or direct vote: 3,802,400

2. Shared power to vote or direct vote: 0

3. Sole power to dispose or direct the disposition: 3,802,400

4. Shared power to dispose or direct the disposition: 0

(c)

Principal GP has not entered into any transactions in the Shares since the filing of the Schedule 13D. The transactions in the Shares on behalf of each of Starboard V&O Fund, Starboard S LLC, Starboard C LP and Starboard Lima LLC and through the Starboard Value LP Account since the filing of the Schedule 13D are set forth in Schedule A and are incorporated herein by reference.

13D Filing: Starboard Value LP and Tribune Media Co (NYSE:TRCO)

Published on March 21, 2017 at 3:26 pm by Insider Monkey Staff in Hedge Funds

Page 22 of 27 – SEC Filing

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