Edgar Filing: Lee Bordes 2013 GRAT #4

Ownership Submission

FORM 5

	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
	Form 3 Holdings Reported
	Form 4 Transactions Reported

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
ANNUAL STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

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 ^*

Lee Bordes 2013 GRAT #4

2. Issuer Name and Ticker or Trading Symbol
BEASLEY BROADCAST GROUP INC [BBGI]

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

_____ Director	_____ 10% Owner
_____ Officer (give title below)	__X__ Other (specify below)
See Remarks

(Last)

(First)

(Middle)

C/O CARTER LEDYARD & MILBURN LLP,Â TWO WALL STREET

3. Statement for Issuer's Fiscal Year Ended (Month/Day/Year)
12/31/2017

(Street)

NEW YORK,Â NYÂ 10005

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

6. Individual or Joint/Group Reporting
(check applicable line)
___ Form Filed by One Reporting Person
_X_ 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 (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 at end of Issuer's Fiscal Year (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
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)	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Stock	05/23/2017	Â	G	29,228.054	D	$ ⁽¹⁾	5,567.249 ⁽²⁾ ⁽³⁾	D ⁽⁴⁾	Â
Class A Common Stock	05/23/2017	Â	G	57,913.652	D	$ ⁽¹⁾	11,031.174 ⁽²⁾ ⁽³⁾	D ⁽⁵⁾	Â
Class A Common Stock	05/23/2017	Â	G	61,315.395	D	$ ⁽¹⁾	11,679.125 ⁽²⁾ ⁽³⁾	D ⁽⁶⁾	Â
Class A Common Stock	07/18/2017	Â	G	47,546.799	D	$ ⁽¹⁾	9,056.535 ⁽²⁾ ⁽³⁾	D ⁽⁷⁾	Â
Class A Common Stock	07/18/2017	Â	G	86,979.483	D	$ ⁽¹⁾	16,567.523 ⁽²⁾ ⁽³⁾	D ⁽⁸⁾	Â
Class A Common Stock	07/18/2017	Â	G	106,754.797	D	$ ⁽¹⁾	20,334.25 ⁽²⁾ ⁽³⁾	D ⁽⁹⁾	Â
Class A Common Stock	07/18/2017	Â	G	77,030.213	D	$ ⁽¹⁾	33,720.046 ⁽²⁾ ⁽³⁾	D ⁽¹⁰⁾	Â
Class A Common Stock	07/18/2017	Â	G	188,485.27	D	$ ⁽¹⁾	35,901.962 ⁽²⁾ ⁽³⁾	D ⁽¹¹⁾	Â
Class A Common Stock	07/18/2017	Â	G	236,935.088	D	$ ⁽¹⁾	45,130.5 ⁽²⁾ ⁽³⁾	D ⁽¹²⁾	Â
Class A Common Stock	12/29/2017	Â	J	9,056.535 ⁽¹³⁾	D	$ 4.61	0	D ⁽⁷⁾	Â
Class A Common Stock	12/29/2017	Â	J	16,567.523 ⁽¹³⁾	D	$ 4.61	0	D ⁽⁸⁾	Â
Class A Common Stock	12/29/2017	Â	J	5,567.249 ⁽¹³⁾	D	$ 4.61	0	D ⁽⁴⁾	Â
Class A Common Stock	12/29/2017	Â	J	20,334.25 ⁽¹³⁾	D	$ 4.61	0	D ⁽⁹⁾	Â
Class A Common Stock	12/29/2017	Â	J	33,720.046 ⁽¹³⁾	D	$ 4.61	0	D ⁽¹⁰⁾	Â
Class A Common Stock	12/29/2017	Â	J	11,031.174 ⁽¹³⁾	D	$ 4.61	0	D ⁽⁵⁾	Â
Class A Common Stock	12/29/2017	Â	J	11,679.125 ⁽¹³⁾	D	$ 4.61	0	D ⁽⁶⁾	Â
Class A Common Stock	12/29/2017	Â	J	35,901.962 ⁽¹³⁾	D	$ 4.61	0	D ⁽¹¹⁾	Â
Class A Common Stock	12/29/2017	Â	J	45,130.5 ⁽¹³⁾	D	$ 4.61	0	D ⁽¹²⁾	Â

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.

SEC 2270 (9-02)

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 Underlying Securities
(Instr. 3 and 4)

8. Price of Derivative Security
(Instr. 5)

9. Number of Derivative Securities Beneficially Owned at End of Issuer's Fiscal Year
(Instr. 4)

10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)

11. Nature of Indirect Beneficial Ownership
(Instr. 4)

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
Lee Bordes 2013 GRAT #4 C/O CARTER LEDYARD & MILBURN LLP TWO WALL STREET NEW YORK,Â NYÂ 10005	Â	Â	Â	See Remarks
Lee Bordes 2013 GRAT #5 C/O CARTER LEDYARD & MILBURN LLP TWO WALL STREET NEW YORK,Â NYÂ 10005	Â	Â	Â	See Remarks
Lee Bordes 2014 GRAT #4 C/O CARTER LEDYARD & MILBURN LLP TWO WALL STREET NEW YORK,Â NYÂ 10005	Â	Â	Â	See Remarks
Lee Bordes 2014 GRAT #6 C/O CARTER LEDYARD & MILBURN LLP TWO WALL STREET NEW YORK,Â NYÂ 10005	Â	Â	Â	See Remarks
Lee Bordes 2014 GRAT #7 C/O CARTER LEDYARD & MILBURN LLP TWO WALL STREET NEW YORK,Â NYÂ 10005	Â	Â	Â	See Remarks
Lee Bordes 2015 GRAT #1 C/O CARTER LEDYARD & MILBURN LLP TWO WALL STREET NEW YORK,Â NYÂ 10005	Â	Â	Â	See Remarks
Lee Bordes 2015 GRAT #4 C/O CARTER LEDYARD & MILBURN LLP TWO WALL STREET NEW YORK,Â NYÂ 10005	Â	Â	Â	See Remarks
Lee Bordes 2015 GRAT #5 C/O CARTER LEDYARD & MILBURN LLP TWO WALL STREET NEW YORK,Â NYÂ 10005	Â	Â	Â	See Remarks
Lee Bordes 2015 GRAT #6 C/O CARTER LEDYARD & MILBURN LLP TWO WALL STREET NEW YORK,Â NYÂ 10005	Â	Â	Â	See Remarks

Signatures

LEE BORDES 2013 GRAT #4 By: /s/ Stephen F. Lappert, as Trustee and as Attorney-in-Fact on behalf of Cristina Bordes, Trustee		02/09/2018
^**Signature of Reporting Person		Date
LEE BORDES 2013 GRAT #5 By: /s/ Stephen F. Lappert, as Trustee and as Attorney-in-Fact on behalf of Cristina Bordes, Trustee		02/09/2018
^**Signature of Reporting Person		Date
LEE BORDES 2014 GRAT #4 By: /s/ Stephen F. Lappert, as Trustee and as Attorney-in-Fact on behalf of Cristina Bordes, Trustee		02/09/2018
^**Signature of Reporting Person		Date
LEE BORDES 2014 GRAT #6 By: /s/ Stephen F. Lappert, as Trustee and as Attorney-in-Fact on behalf of Cristina Bordes, Trustee		02/09/2018
^**Signature of Reporting Person		Date
LEE BORDES 2014 GRAT #7 By: /s/ Stephen F. Lappert, as Trustee and as Attorney-in-Fact on behalf of Cristina Bordes, Trustee		02/09/2018
^**Signature of Reporting Person		Date
LEE BORDES 2015 GRAT #1 By: /s/ Stephen F. Lappert, as Trustee and as Attorney-in-Fact on behalf of Cristina Bordes, Trustee		02/09/2018
^**Signature of Reporting Person		Date
LEE BORDES 2015 GRAT #4 By: /s/ Stephen F. Lappert, as Trustee and as Attorney-in-Fact on behalf of Cristina Bordes, Trustee		02/09/2018
^**Signature of Reporting Person		Date
LEE BORDES 2015 GRAT #5 By: /s/ Stephen F. Lappert, as Trustee and as Attorney-in-Fact on behalf of Cristina Bordes, Trustee		02/09/2018
^**Signature of Reporting Person		Date
LEE BORDES 2015 GRAT #6 By: /s/ Stephen F. Lappert, as Trustee and as Attorney-in-Fact on behalf of Cristina Bordes, Trustee		02/09/2018
^**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 4(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1)	Gift.
(2)	Shares held in escrow and subject to reduction in connection with the purchase price adjustment provisions of the Agreement and Plan of Merger, dated July 19, 2016 (the "Merger Agreement"), by and among Beasley Broadcast Group, Inc. (the "Issuer"), Greater Media, Inc. ("Greater Media"), Beasley Media Group 2, Inc., an indirect wholly owned subsidiary of the Issuer ("Merger Sub"), and Peter A. Bordes, Jr., as the stockholders' representative (the "Stockholders' Representative"), pursuant to which, on November 1, 2016 (the "Effective Time"), Merger Sub was merged with and into Greater Media, with Greater Media surviving the merger as an indirect wholly owned subsidiary of the Issuer (the "Merger").
(3)	The Reporting Person disclaims beneficial ownership of the shares held in escrow, except to the extent of any pecuniary interest therein, and this report shall not be deemed to be an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
(4)	These securities are owned solely by the Lee Bordes 2014 GRAT #4. Each of the other reporting persons disclaims beneficial ownership of these securities and this report shall not be deemed to be an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
(5)	These securities are owned solely by the Lee Bordes 2015 GRAT #1. Each of the other reporting persons disclaims beneficial ownership of these securities and this report shall not be deemed to be an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
(6)	These securities are owned solely by the Lee Bordes 2015 GRAT #4. Each of the other reporting persons disclaims beneficial ownership of these securities and this report shall not be deemed to be an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
(7)	These securities are owned solely by the Lee Bordes 2013 GRAT #4. Each of the other reporting persons disclaims beneficial ownership of these securities and this report shall not be deemed to be an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
(8)	These securities are owned solely by the Lee Bordes 2013 GRAT #5. Each of the other reporting persons disclaims beneficial ownership of these securities and this report shall not be deemed to be an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
(9)	These securities are owned solely by the Lee Bordes 2014 GRAT #6. Each of the other reporting persons disclaims beneficial ownership of these securities and this report shall not be deemed to be an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
(10)	These securities are owned solely by the Lee Bordes 2014 GRAT #7. Each of the other reporting persons disclaims beneficial ownership of these securities and this report shall not be deemed to be an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
(11)	These securities are owned solely by the Lee Bordes 2015 GRAT #5. Each of the other reporting persons disclaims beneficial ownership of these securities and this report shall not be deemed to be an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
(12)	These securities are owned solely by the Lee Bordes 2015 GRAT #6. Each of the other reporting persons disclaims beneficial ownership of these securities and this report shall not be deemed to be an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
(13)	Shares released to the Issuer from escrow, pursuant to the Settlement Agreement (the "Settlement Agreement"), dated December 29, 2017, by and among the Issuer, Greater Media and the Stockholders' Representative, in full satisfaction of the Reporting Person's obligations with respect to (i) certain purchase price and other adjustments under Section 1.7 of the Merger Agreement, and (ii) resolution of certain other claims between the Issuer and BFTW LLC.
Â Remarks: AsÂ aÂ resultÂ ofÂ certainÂ agreementsÂ amongÂ theÂ ReportingÂ PersonsÂ andÂ certainÂ otherÂ shareholdersÂ ofÂ theÂ Issuer,Â theÂ ReportingÂ PersonsÂ mayÂ beÂ deemedÂ membersÂ ofÂ aÂ "group",Â withinÂ theÂ meaningÂ ofÂ RuleÂ 13d-5(b)(1)Â underÂ theÂ SecuritiesÂ ExchangeÂ ActÂ ofÂ 1934,Â asÂ amendedÂ (theÂ "Act"),Â withÂ suchÂ otherÂ shareholders,Â thatÂ beneficiallyÂ ownsÂ moreÂ thanÂ 10%Â ofÂ theÂ ClassÂ AÂ CommonÂ StockÂ ofÂ theÂ Issuer.Â TheseÂ agreementsÂ areÂ describedÂ in,Â andÂ filedÂ asÂ exhibitsÂ to,Â theÂ ReportingÂ Persons'Â reportÂ onÂ ScheduleÂ 13DÂ filedÂ withÂ theÂ SecuritiesÂ ExchangeÂ CommissionÂ onÂ NovemberÂ 14,Â 2016,Â asÂ amended.Â ThisÂ filingÂ isÂ beingÂ madeÂ asÂ aÂ precautionaryÂ matterÂ andÂ shallÂ notÂ beÂ deemedÂ anÂ admissionÂ thatÂ anyÂ ofÂ theÂ ReportingÂ PersonsÂ isÂ aÂ memberÂ ofÂ aÂ groupÂ orÂ subjectÂ toÂ theÂ reportingÂ requirementsÂ ofÂ SectionÂ 16Â ofÂ theÂ Act.

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