Mary Peirce Form 4 Scripps Networks Interactive / Mary Peirce ownership change

SEC Form 4

FORM 4

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
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Peirce Mary

(Last) (First) (Middle)

C/O MIRAMAR SERVICES, INC.

250 GRANDVIEW AVE., SUITE 400

(Street)

FT. MITCHELL KY 41017

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Scripps Networks Interactive, Inc. [ SNI ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
05/31/2016

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

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

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

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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
Class A Common Shares, $.01 par value per share								81,074	D
Common Voting Shares, $.01 par value per share	05/31/2016		J(1)		800,000	D	$64.09	0	I(2)	By GRAT
Common Voting Shares, $.01 par value per share	05/31/2016		J(1)		800,000	A	$64.09	800,000	D

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 (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	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 (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (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: 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
Option	$27.01							04/29/2010	04/28/2019	Class A Common Shares	14,571		14,571	D
Option	$44.1							04/28/2011	04/27/2018	Class A Common Shares	5,231		5,231	D
Option	$51.76							05/18/2012	05/17/2019	Class A Common Shares	4,294		4,294	D
Option	$53.38							05/15/2013	05/14/2020	Class A Common Shares	5,096		5,096	D
Option	$68.14							05/14/2014	05/13/2021	Class A Common Shares	3,837		3,837	D
Option	$75.16							05/13/2015	05/12/2022	Class A Common Shares	4,376		4,376	D
Option	$66.71							05/12/2016	05/11/2023	Class A Common Shares	5,162		5,162	D
Option	$64.7							05/11/2017	05/11/2024	Class A Common Shares	1,159		1,159	D
Restricted Stock Units	(3)							(4)	(4)	Class A Common Shares	1,159		1,159	D

Explanation of Responses:

1. On May 31, 2016, the reporting person exchanged assets of equal value for 800,000 Common Voting Shares, which were valued based on the average of the high and low market price of the Class A Common Shares on such date, with a grantor-retained annuity trust of which the reporting person is trustee. As a result, these Common Voting Shares are again directly owned by the reporting person.

2. On September 4, 2015, the reporting person contributed 800,000 Common Voting Shares to a grantor-retained annuity trust of which the reporting person is trustee, but such shares were mistakenly described as directly held on the reporting person's four previous Forms 4.

3. Each restricted stock unit represents a contingent right to receive one SNI Class A Common Share.

4. These restricted stock units are payable within 30 days after 5/11/17

Remarks:

The reporting person may be deemed to have shared voting power with respect to more than 10% of the Class A Common Shares of the Issuer (due solely to the convertibility of Common Voting Shares of the Company into Class A Common Shares on a share-for-share basis) due to the voting provisions of the Amended and Restated Scripps Family Agreement dated May 19, 2015, to which the reporting person is a party. The reporting person filed a Schedule 13D with the Commission on January 24, 2013, as amended March 18, 2013, September 20, 2013, April 1, 2014, July 7, 2014, October 10, 2014, January 14, 2015, June 5, 2015, October 1, 2015 and December 31, 2015.

	/s/ Tracy Tunney Ward on behalf of Miramar Services, Inc. as Attorney-In-Fact for Mary Peirce	06/02/2016
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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