Sec Form 4 Filing - MCGUIRK TERENCE F @ Atlanta Braves Holdings, Inc. - 2024-08-21

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
MCGUIRK TERENCE F
2. Issuer Name and Ticker or Trading Symbol
Atlanta Braves Holdings, Inc. [ BATRA]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director X __ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Chairman and CEO of the Braves
(Last) (First) (Middle)
TRUIST PARK, 755 BATTERY AVE.
3. Date of Earliest Transaction (MM/DD/YY)
08/21/2024
(Street)
ATLANTA, GA30339
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
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
Profits Interest Units of JCM AB LLC ( 1 ) ( 2 ) 08/21/2024 A 100 ( 2 ) ( 2 ) Series B Common Stock ( 3 ) 887,079 $ 0 100 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
MCGUIRK TERENCE F
TRUIST PARK, 755 BATTERY AVE.
ATLANTA, GA30339
X X Chairman and CEO of the Braves
Signatures
/s/ Terence F. McGuirk 08/23/2024
Signature of Reporting Person Date
Explanation of Responses:
( 1 )On August 21, 2024, Terence McGuirk and affiliates of John Malone entered into an operating agreement whereby Mr. McGuirk was granted 100 profits interest units in JCM AB LLC generally entitling Mr. McGuirk to receive the portion of the proceeds of any transfer by JCM AB LLC of the 887,079 shares of Series B Common Stock held by JCM AB LLC (the "Malone Series B Shares") exceeding $50 per share. Mr. McGuirk also entered into a proxy and voting agreement with JCM AB LLC and certain of its affiliates pursuant to which Mr. McGuirk was appointed the proxy to vote the Malone Series B Shares on specified matters, and JCM ABC LLC and its affiliates granted Mr. McGuirk a right of first refusal with respect to the transfer of ownership of the Issuer's shares. On account thereof, Mr. McGuirk may be deemed to have acquired beneficial ownership of the Malone Series B Shares, which Mr. McGuirk expressly disclaims.
( 2 )The profits interest units in JCM AB LLC constitute an interest in the future profits and losses of JCM AB LLC, which owns the Malone Series B Shares; provided, that the profits interest units do not have any value unless and until the fair market value of the Malone Series B Shares exceeds $50.00 per share. The terms of the JCM AB LLC operating agreement generally entitle Mr. McGuirk to the right to receive the portion of the proceeds of any transfer by JCM AB LLC of the Malone Series B Shares that exceeds $50.00 per share. Mr. McGuirk does not have the right to direct the disposition of the Malone Series B Shares, which is in the sole discretion of the John C. Malone 1995 Revocable Trust.
( 3 )Each share of Series B Common Stock is convertible, at the holder's election, into one share of Series A Common Stock, at any time for no consideration other than the surrender of the share of Series B Common Stock for each share of Series A Common Stock.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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