SC 13G/A: LAMAR ADVERTISING CO/NEW

Ticker: LAMR · Form: SC 13G/A · Filed: Feb 14, 2024 · CIK: 1090425

Sentiment: neutral

Topics: sc-13g-a

AI Summary

SC 13G/A filing by LAMAR ADVERTISING CO/NEW.

Risk Assessment

Risk Level: low

Filing Stats: 1,721 words · 7 min read · ~6 pages · Grade level 8.6 · Accepted 2024-02-14 08:31:56

Key Financial Figures

Filing Documents

From the Filing

SC 13G/A 1 d744366dsc13ga.htm SC 13G/A SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2(b) (Amendment No. 27) * Lamar Advertising Company (Name of Issuer) Class A Common Stock, $0.001 par value (Title of Class of Securities) 512816-10-9 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: Rule 13d-1(b) Rule 13d-1(c) Rule 13d-1(d) * The remainder of this cover page shall be filled out for a reporting persons initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page. The information required on the remainder of this cover page shall not be deemed to be filed for the purpose of Section 18 of the Securities Exchange Act of 1934 (the Act) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). CUSIP No. 512816-10-9 13G Page 2 of 9 Pages 1 NAMES OF REPORTING PERSONS Reilly Family, LLC 1 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)(b) 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION Delaware NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 5 SOLE VOTING POWER 9,000,000 2 6 SHARED VOTING POWER 0 7 SOLE DISPOSITIVE POWER 9,000,000 1 8 SHARED DISPOSITIVE POWER 0 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 9,000,000 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 8.8% 3 12 TYPE OF REPORTING PERSON* PN 1 Formerly known as the Reilly Family Limited Partnership prior to conversion to a limited liability company on October 29, 2019. 2 Consists of 9,000,000 shares of Class B Common Stock, $0.001 par value per share (the Class B Common Stock), which are convertible into shares of Class A Common Stock, $0.001 par value per share (the Class A Common Stock), on a one-for-one basis. 3 Assumes the conversion of all Class B Common Stock into Class A Common Stock. If the 9,000,000 shares of Class B Common Stock owned by the Reilly Family, LLC (the RFLLC) listed above were converted to Class A Common Stock and all other shares of Class B Common Stock remained outstanding, the RFLLC would own 9.3% of the Class A Common Stock. Based on 87,578,076 shares outstanding of Class A Common Stock as of October 27, 2023. CUSIP No. 512816-10-9 13G Page 3 of 9 Pages 1 NAMES OF REPORTING PERSONS Kevin P. Reilly, Jr. 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)(b) 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION United States of America NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 5 SOLE VOTING POWER 11,807,857 4 6 SHARED VOTING POWER 0 7 SOLE DISPOSITIVE POWER 2,807,857 5 8 SHARED DISPOSITIVE POWER 0 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 11,807,857 4 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 11.6% 6 12 TYPE OF REPORTING PERSON* IN 4 Includes: (i) 423,607 shares of Class A Common Stock, (ii) 11,362,250 shares of Class B Common Stock, 9,000,000 shares of which are held by the RFLLC, of which Mr. Reilly is the Executive Manager, 1,796,039 shares of which are held by Grand Pass, L.L.C (Grand Pass) of which Mr. Reilly is the Manager and 566,211 shares of which are held by Ninemile, L.L.C. (Ninemile), of which Mr. Reilly is the Manager and (iii) 22,000 Common Units of Lamar Advertising Limited Partnership (the OP), which Common Units of the OP are redeemable by the holder for shares of Lamar Advertising Company Class A Common Stock after a holding period, or for cash at the general partners option. The Executive Manager of the RFLLC exercises sole voting power over the shares held by the RFLLC, but disposition of the shares requires the approval of 75% of the Managers of the RFLLC. The Manager of Grand Pass has sole voting and dispositive power over the shares held by Grand Pass. The Manager of Ninemile exercises sole voting and dispositive power over the shares held by Ninemile. 5 Includes: (i) 423,607 shares of Class A Common Stock, (ii) 2,362,250 shares of Class B Common Stock, 1,796,039 shares of which are held by Grand Pass and 566,211 shares of which are held by Ninemile and (iii) 22,000 Common Units of the OP. 6 Assumes the conversion of all Class B Common Stock into Class A Common Stock. If the 11,362,250 shares of Class B Common

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