Scripps Networks Interactive (SNI) Form 3 Initial statement of insider ownership

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Discovery, Inc.

(Last) (First) (Middle)

8403 COLESVILLE ROAD

(Street)

SILVER SPRING MD 20910

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
04/01/2020

3. Issuer Name and Ticker or Trading Symbol
FaceBank Group, Inc. [ FBNK ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Series AA Convertible Preferred Stock	(1)	(1)	Common Stock	5,149,174(2)	(1)	I	See footnote(3)

1. Name and Address of Reporting Person^*

Discovery, Inc.

(Last) (First) (Middle)

8403 COLESVILLE ROAD

(Street)

SILVER SPRING MD 20910

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Scripps Networks Interactive, Inc.

(Last) (First) (Middle)

9721 SHERRILL BOULEVARD

(Street)

KNOXVILLE TN 37932

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Networks Holdings, Inc.

(Last) (First) (Middle)

9721 SHERRILL BOULEVARD

(Street)

KNOXVILLE TN 37932

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Scripps Networks, LLC

(Last) (First) (Middle)

9721 SHERRILL BOULEVARD

(Street)

KNOXVILLE TN 37932

(City) (State) (Zip)

Explanation of Responses:

1. Each share of Series AA Convertible Preferred Stock of FaceBank Group, Inc. (the "Issuer") is convertible into two shares of Common Stock of the Issuer in connection with a bona fide transfer to a third party. Subject to such automatic conversion, the shares of Series AA Convertible Preferred Stock have no expiration date

2. Based on 32,307,285 shares of Common Stock of the Issuer that were outstanding following the April 1, 2020 merger of fuboTV Acquisition Corp., a wholly-owned subsidiary of the Issuer, and fuboTV Inc., as disclosed by the Issuer in the Form 8-K filed with the Securities and Exchange Commission on April 7, 2020, Discovery Inc.'s holding of shares of Series AA Convertible Preferred Stock is deemed to represent a beneficial ownership more than 10% of the outstanding shares of Common Stock. However, Discovery Inc.'s holdings of shares of Series AA Convertible Preferred Stock represent less than 5% of total voting power of all shares of the Issuer's Common Stock and Series AA Convertible Preferred Stock on a combined basis. The number of shares of Series AA Preferred outstanding was provided to the Reporting Persons by the Issuer after giving effect to the merger.

3. Scripps Networks, LLC is the direct holder of the shares of Series AA Convertible Preferred Stock reflected in this Form 3. Scripps Networks, LLC is a wholly owned subsidiary of Networks Holdings, Inc., which is a wholly owned subsidiary of Scripps Networks Interactive, Inc., which is a wholly owned subsidiary of Discovery, Inc.

Remarks:

	Discovery, Inc.; By: /s/ Tara L. Smith, Senior Vice President, Securities & Executive Compensation and Assistant Secretary	05/20/2020
	Scripps Networks Interactive, Inc.; By: /s/ Tara L. Smith, Senior Vice President and Secretary	05/20/2020
	Networks Holdings, Inc.; By: /s/ Tara L. Smith, Senior Vice President and Secretary	05/20/2020
	Scripps Networks, LLC; By: /s/ Tara L. Smith, Senior Vice President and Secretary	05/20/2020
	** Signature of Reporting Person	Date
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