Cardinale Gerald J.'s Form 4 filing
Paramount Skydance Corp (PSKY) · filed Aug 11, 2025
- Accession no.
- 0001641172-25-023057
- Filed
- Aug 11, 2025
- Trade date
- Aug 7, 2025
- Filing delay
- 4 days
- Rule 10b5-1 plan
- Not checked
This filing lists 2 non-derivative transactions and 2 derivative transactions. It was filed 4 days after the trade.
Reporting owners
A Form 4 can have several reporting owners, such as a person and a fund they control. Trade tables show the first one.
| Owner | Relationship to the company |
|---|---|
| Cardinale Gerald J.CIK 0001447258 | Director |
Non-derivative securities (Table I)
Acquisitions and disposals of common stock and similar shares, one row per line on the filing.
Derivative securities (Table II)
Options, warrants, restricted stock units and similar. Shares are the underlying shares; price and value are for the derivative itself, and the holding after is in derivative units.
Footnotes and remarks
Livermore keeps the footnotes that transaction prices refer to, all footnotes of amendments (Form 4/A) and the filing's remarks. Other footnotes, such as how indirect holdings are held or the details of a trading plan, are only in the original on SEC EDGAR.
- F1
On July 30, 2025, pursuant to the terms and conditions of the Assignment Agreement, dated as of July 30, 2025, by and between RB Tentpole LP and RB Tentpole Holdings LP, RB Tentpole LP assigned its rights under the Subscription Agreement (as amended, the "Subscription Agreement"), dated as of July 7, 2024, by and among Paramount Global ("Old Paramount"), New Pluto Global, Inc. ("New Paramount") and RB Tentpole LP, to RB Tentpole Holdings LP. On August 7, 2025 (the "Closing Date"), the previously announced private placement investment contemplated by the Subscription Agreement was completed. Pursuant to the terms of the Subscription Agreement, RB Tentpole Holdings LP acquired 83,640,992 shares of the Class B Common Stock of New Paramount ("Class B Common Stock") and warrants to acquire 45,000,000 shares of Class B Common Stock in exchange for aggregate consideration of $1,254,614,880 (the "PIPE Purchase").
Referenced by the price of 1 transaction in Table I and 1 transaction in Table II.
- F2
In connection with the foregoing and the closing of the Transactions (as defined below), New Paramount changed its name to Paramount Skydance Corporation (the "Issuer").
Referenced by the price of 1 transaction in Table I and 1 transaction in Table II.
- F7
On the Closing Date, the previously announced transactions contemplated by the Transaction Agreement (the "Transaction Agreement"), dated as of July 7, 2024, by and among Skydance Media, LLC ("Skydance"), Old Paramount, New Paramount, and the other parties thereto, were completed. Pursuant to the terms of the Transaction Agreement, in a series of transactions, among other things, (i) each of Old Paramount and Skydance merged into subsidiaries of New Paramount, (ii) each share of Old Paramount Class A Common Stock automatically converted into the right to receive one share of Class A Common Stock of New Paramount and (iii) each share of Old Paramount Class B Common Stock automatically converted into the right to receive one share of Class B Common Stock (the "Transactions").
Referenced by the price of 1 transaction in Table I.