Form SC 13G - Statement of Beneficial Ownership by Certain Investors
30 Septembre 2024 - 10:34PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G*
(Rule 13d-102)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED
PURSUANT
TO § 240.13d-1(b), (c), AND (d) AND
AMENDMENTS THERETO FILED
PURSUANT TO § 240.13d-2
(Amendment No. __)*
| AMC Networks
Inc. |
| (Name of Issuer) |
| |
| Class A Common Stock, par value $0.01 per share
(the “Shares”) |
| (Title of Class of Securities) |
| |
| 00164V103 |
| (CUSIP Number) |
| |
| September 20, 2024 |
| (Date of Event Which Requires Filing of the Statement) |
Check the appropriate box to designate the rule pursuant
to which this Schedule is filed:
| ¨ |
Rule 13d-1(b) |
| x |
Rule 13d-1(c) |
| ¨ |
Rule 13d-1(d) |
* The remainder of this cover page shall be filled out for a
reporting person’s 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 in 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 (“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. 00164V103 |
13G |
Page 2
of 13 Pages |
| 1. |
NAME
OF REPORTING PERSONS
Citadel Securities LLC |
| 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
0 |
| 6. |
SHARED
VOTING POWER
1,414,991 Shares |
| 7. |
SOLE
DISPOSITIVE POWER
0 |
| 8. |
SHARED
DISPOSITIVE POWER
See Row 6 above |
| 9. |
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
See Row 6 above |
| 10. |
CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
¨ |
| 11. |
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
4.3%1 |
| 12. |
TYPE
OF REPORTING PERSON
BD; OO |
1 The
percentages reported in this Schedule 13G are based upon 32,613,713 Shares outstanding as of August 2, 2024 (according to the
issuer’s Form 10-Q as filed with the Securities and Exchange Commission on August 9, 2024). Except as described in the
preceding sentence, all Shares for the holdings of the reporting persons reported in this Schedule 13G are as of the opening of the
market on September 30, 2024.
| CUSIP
No. 00164V103 |
13G |
Page 3
of 13 Pages |
| 1. |
NAME OF REPORTING PERSONS
Citadel Securities Group LP |
| 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
0 |
| 6. |
SHARED VOTING POWER
1,570,592 Shares |
| 7. |
SOLE DISPOSITIVE POWER
0 |
| 8. |
SHARED DISPOSITIVE POWER
See Row 6 above |
| 9. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
See Row 6 above |
| 10. |
CHECK IF THE AGGREGATE AMOUNT IN
ROW (9) EXCLUDES CERTAIN SHARES
¨ |
| 11. |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
4.8% |
| 12. |
TYPE OF REPORTING PERSON
PN; HC |
| |
|
|
|
| CUSIP
No. 00164V103 |
13G |
Page 4
of 13 Pages |
| 1. |
NAME OF REPORTING PERSONS
Citadel Securities GP LLC |
| 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
0 |
| 6. |
SHARED VOTING POWER
1,570,592 Shares |
| 7. |
SOLE DISPOSITIVE POWER
0 |
| 8. |
SHARED DISPOSITIVE POWER
See Row 6 above |
| 9. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
See Row 6 above |
| 10. |
CHECK IF THE AGGREGATE AMOUNT IN
ROW (9) EXCLUDES CERTAIN SHARES
¨ |
| 11. |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
4.8% |
| 12. |
TYPE OF REPORTING PERSON
OO; HC |
| |
|
|
|
| CUSIP
No. 00164V103 |
13G |
Page 5
of 13 Pages |
| 1. |
NAME OF REPORTING PERSONS
Citadel Advisors LLC |
| 2. |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) o
(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
0 |
| 6. |
SHARED VOTING POWER
374,060 Shares |
| 7. |
SOLE DISPOSITIVE POWER
0 |
| 8. |
SHARED DISPOSITIVE POWER
See Row 6 above |
| 9. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
See Row 6 above |
| 10. |
CHECK IF THE AGGREGATE AMOUNT IN
ROW (9) EXCLUDES CERTAIN SHARES
¨ |
| 11. |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
1.1% |
| 12. |
TYPE OF REPORTING PERSON
IA; OO; HC |
| |
|
|
|
| CUSIP
No. 00164V103 |
13G |
Page 6
of 13 Pages |
| 1. |
NAME OF REPORTING PERSONS
Citadel Advisors Holdings LP |
| 2. |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) o
(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
0 |
| 6. |
SHARED VOTING POWER
374,060 Shares |
| 7. |
SOLE DISPOSITIVE POWER
0 |
| 8. |
SHARED DISPOSITIVE POWER
See Row 6 above |
| 9. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
See Row 6 above |
| 10. |
CHECK IF THE AGGREGATE AMOUNT IN
ROW (9) EXCLUDES CERTAIN SHARES
¨ |
| 11. |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
1.1% |
| 12. |
TYPE OF REPORTING PERSON
PN; HC |
| |
|
|
|
| CUSIP
No. 00164V103 |
13G |
Page 7
of 13 Pages |
| 1. |
NAME OF REPORTING PERSONS
Citadel GP LLC |
| 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
0 |
| 6. |
SHARED VOTING POWER
374,060 Shares |
| 7. |
SOLE DISPOSITIVE POWER
0 |
| 8. |
SHARED DISPOSITIVE POWER
See Row 6 above |
| 9. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
See Row 6 above |
| 10. |
CHECK IF THE AGGREGATE AMOUNT IN
ROW (9) EXCLUDES CERTAIN SHARES
o |
| 11. |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
1.1% |
| 12. |
TYPE OF REPORTING PERSON
OO; HC |
| |
|
|
|
| CUSIP
No. 00164V103 |
13G |
Page 8
of 13 Pages |
| 1. |
NAME OF REPORTING PERSONS
Kenneth Griffin |
| 2. |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ¨
(b) ¨ |
| 3. |
SEC USE ONLY |
| 4. |
CITIZENSHIP OR PLACE OF ORGANIZATION
U.S. Citizen |
NUMBER
OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH |
5. |
SOLE VOTING POWER
0 |
| 6. |
SHARED VOTING POWER
1,944,652 Shares |
| 7. |
SOLE DISPOSITIVE POWER
0 |
| 8. |
SHARED DISPOSITIVE POWER
See Row 6 above |
| 9. |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
See Row 6 above |
| 10. |
CHECK IF THE AGGREGATE AMOUNT IN
ROW (9) EXCLUDES CERTAIN SHARES
¨ |
| 11. |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
6.0% |
| 12. |
TYPE OF REPORTING PERSON
IN; HC |
| |
|
|
|
| CUSIP
No. 00164V103 |
13G |
Page 9
of 13 Pages |
| Item 1(a). |
Name of Issuer: |
| |
|
| |
AMC Networks Inc. |
| |
|
| Item 1(b). |
Address of Issuer’s Principal Executive Offices: |
| |
|
| |
11 Penn Plaza, New York, New York 10001 |
| |
|
| Item 2(a). |
Name of Person Filing: |
| |
|
| |
This Schedule 13G is being jointly filed by Citadel Securities LLC (“Citadel Securities”),
Citadel Securities Group LP (“CALC4”), Citadel Securities GP LLC (“CSGP”), Citadel Advisors LLC (“Citadel
Advisors”), Citadel Advisors Holdings LP (“CAH”), Citadel GP LLC (“CGP”), and Mr. Kenneth Griffin
(collectively with Citadel Securities, CALC4, CSGP, Citadel Advisors, CAH, and CGP, the “Reporting Persons”) with respect
to the Shares of the above-named issuer owned by Citadel Securities, CRBU Holdings LLC, a Delaware limited liability company (“CRBH”),
and Citadel Quantitative Strategies Master Fund Ltd., a Cayman Islands company (“QSMF”). Such owned Shares
may include other instruments exercisable for or convertible into Shares. |
| |
|
| |
CALC4 is the non-member manager of Citadel Securities and CRBH. CSGP is the general partner
of CALC4. Citadel Advisors is the portfolio manager for QSMF. CAH is the sole member of Citadel Advisors. CGP
is the general partner of CAH. Mr. Griffin is the President and Chief Executive Officer of CGP, and owns a controlling
interest in CGP and CSGP. |
| |
|
| |
The filing of this statement shall not be construed as an admission that any of the Reporting Persons
is the beneficial owner of any securities covered by the statement other than the securities actually owned by such person (if any). |
| |
|
| Item 2(b). |
Address or Principal Business Office or, if none, Residence: |
| |
|
| |
The address of each of the Reporting Persons is Southeast Financial Center, 200 S. Biscayne Blvd., Suite 3300,
Miami, Florida 33131. |
| |
|
| Item 2(c). |
Citizenship: |
| |
|
| |
Each of Citadel Securities, CSGP, Citadel Advisors, and CGP is organized as a limited liability company
under the laws of the State of Delaware. Each of CALC4 and CAH is organized as a limited partnership under the laws of the State
of Delaware. Mr. Griffin is a U.S. citizen. |
| |
|
| Item 2(d). |
Title of Class of Securities: |
| |
|
| |
Class A Common Stock, par value $0.01 per share |
| |
|
| Item 2(e). |
CUSIP Number: |
| |
|
| |
00164V103 |
| CUSIP
No. 00164V103 |
13G |
Page 10
of 13 Pages |
| Item 3. |
If this statement is filed pursuant to §§ 240.13d-1(b), or 240.13d-2(b) or (c), check whether the
person filing is a: |
| |
|
| |
(a) |
¨ |
Broker or dealer registered under Section 15 of the Act (15 U.S.C. 78o); |
| |
(b) |
¨ |
Bank as defined in Section 3(a)(6) of the Act (15 U.S.C. 78c); |
| |
(c) |
¨ |
Insurance company as defined in Section 3(a)(19) of the Act (15 U.S.C. 78c); |
| |
(d) |
¨ |
Investment company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8); |
| |
(e) |
¨ |
An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E); |
| |
(f) |
¨ |
An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F); |
| |
(g) |
¨ |
A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G); |
| |
(h) |
¨ |
A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); |
| |
(i) |
¨ |
A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment
Company Act (15 U.S.C. 80a-3); |
| |
(j) |
¨ |
A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J); |
| |
(k) |
¨ |
Group, in accordance with § 240.13d-1(b)(1)(ii)(K). |
| |
|
|
|
|
| |
If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of
institution: ____________. |
| |
|
|
|
|
| Item 4. |
Ownership: |
| |
|
|
|
|
| |
A. |
Citadel Securities LLC |
| |
|
|
|
|
| |
|
(a) |
Citadel Securities LLC may be deemed to beneficially own 1,414,991 Shares. |
| |
|
|
|
|
| |
|
(b) |
The number of Shares that Citadel Securities LLC may be deemed to beneficially own constitutes 4.3% of the Shares
outstanding. |
| |
|
|
|
|
| |
|
(c) |
Number of Shares as to which such person has: |
| |
|
|
|
|
| |
|
|
(i) |
sole power to vote or to direct the vote: 0 |
| |
|
|
|
|
| |
|
|
(ii) |
shared power to vote or to direct the vote: 1,414,991 |
| |
|
|
|
|
| |
|
|
(iii) |
sole power to dispose or to direct the disposition of: 0 |
| |
|
|
|
|
| |
|
|
(iv) |
shared power to dispose or to direct the disposition of: 1,414,991 |
| CUSIP No. 00164V103 |
13G |
Page 11
of 13 Pages |
| |
B. |
Citadel Securities Group LP and Citadel Securities GP LLC |
| |
|
|
|
|
| |
|
(a) |
Each of Citadel Securities Group LP and Citadel Securities GP LLC may be deemed to beneficially own 1,570,592 Shares. |
| |
|
|
|
| |
|
(b) |
The number of Shares that each of Citadel Securities Group LP and Citadel Securities GP LLC may be deemed to beneficially
own constitutes 4.8% of the Shares outstanding. |
| |
|
|
|
| |
|
(c) |
Number of Shares as to which such person has: |
| |
|
|
|
| |
|
|
(i) |
sole power to vote or to direct the vote: 0 |
| |
|
|
|
|
| |
|
|
(ii) |
shared power to vote or to direct the vote: 1,570,592 |
| |
|
|
|
|
| |
|
|
(iii) |
sole power to dispose or to direct the disposition of: 0 |
| |
|
|
|
|
| |
|
|
(iv) |
shared power to dispose or to direct the disposition of: 1,570,592 |
| |
|
|
|
|
| |
C. |
Citadel Advisors LLC, Citadel Advisors Holdings LP and Citadel GP LLC |
| |
|
|
|
|
| |
|
(a) |
Each of Citadel Advisors LLC, Citadel Advisors Holdings LP and Citadel GP LLC may be deemed to beneficially own 374,060
Shares. |
| |
|
|
|
| |
|
(b) |
The number of Shares that each of Citadel Advisors LLC, Citadel Advisors Holdings LP and Citadel GP LLC may be deemed
to beneficially own constitutes 1.1% of the Shares outstanding. |
| |
|
|
|
| |
|
(c) |
Number of Shares as to which such person has: |
| |
|
|
|
| |
|
|
(i) |
sole power to vote or to direct the vote: 0 |
| |
|
|
|
|
| |
|
|
(ii) |
shared power to vote or to direct the vote: 374,060 |
| |
|
|
|
|
| |
|
|
(iii) |
sole power to dispose or to direct the disposition of: 0 |
| |
|
|
|
|
| |
|
|
(iv) |
shared power to dispose or to direct the disposition of: 374,060 |
| |
|
|
|
|
| CUSIP No. 00164V103 |
13G |
Page 12
of 13 Pages |
| |
D. |
Kenneth Griffin |
| |
|
|
|
|
| |
|
(a) |
Mr. Griffin may be deemed to beneficially own 1,944,652 Shares. |
| |
|
|
|
| |
|
(b) |
The number of Shares that Mr. Griffin may be deemed to beneficially own constitutes 6.0% of the Shares outstanding. |
| |
|
|
|
| |
|
(c) |
Number of Shares as to which such person has: |
| |
|
|
|
| |
|
|
(i) |
sole power to vote or to direct the vote: 0 |
| |
|
|
|
|
| |
|
|
(ii) |
shared power to vote or to direct the vote: 1,944,652 |
| |
|
|
|
|
| |
|
|
(iii) |
sole power to dispose or to direct the disposition of: 0 |
| |
|
|
|
|
| |
|
|
(iv) |
shared power to dispose or to direct the disposition of 1,944,652 |
| Item 5. |
Ownership of Five Percent or Less of a Class: |
| |
|
| |
If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial
owner of more than 5 percent of the class of securities, check the following. ¨ |
| |
|
| Item 6. |
Ownership of More Than Five Percent on Behalf of Another Person: |
| |
|
| |
Not Applicable |
| |
|
| Item 7. |
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company: |
| |
|
| |
Not Applicable |
| |
|
| Item 8. |
Identification and Classification of Members of the Group: |
| |
|
| |
Not Applicable |
| |
|
| Item 9. |
Notice of Dissolution of Group: |
| |
|
| |
Not Applicable |
| |
|
| Item 10. |
Certifications: |
| |
|
| |
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and
are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were
not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect. |
| CUSIP No. 00164V103 |
13G |
Page 13
of 13 Pages |
SIGNATURE
After reasonable inquiry and to the best of its knowledge and belief,
the undersigned certify that the information set forth in this statement is true, complete and correct.
Dated September 30, 2024.
| CITADEL SECURITIES LLC |
|
CITADEL ADVISORS LLC |
| |
|
|
|
|
| By: |
/s/ Guy Miller |
|
By: |
/s/ Seth Levy |
| |
Guy Miller, Authorized Signatory |
|
|
Seth Levy, Authorized Signatory |
| |
|
|
|
|
| CITADEL SECURITIES GROUP LP |
|
CITADEL ADVISORS HOLDINGS LP |
| |
|
|
|
|
| By: |
/s/ Guy Miller |
|
By: |
/s/ Seth Levy |
| |
Guy Miller, Authorized Signatory |
|
|
Seth Levy, Authorized Signatory |
| |
|
|
|
|
| CITADEL SECURITIES GP LLC |
|
CITADEL GP LLC |
| |
|
|
|
|
| By: |
/s/ Guy Miller |
|
By: |
/s/ Seth Levy |
| |
Guy Miller, Authorized Signatory |
|
|
Seth Levy, Authorized Signatory |
| |
|
|
|
|
| |
|
|
KENNETH GRIFFIN |
| |
|
|
|
|
| |
|
|
By: |
/s/ Seth Levy |
| |
|
|
|
Seth Levy, attorney-in-fact* |
| * | Seth Levy is signing on behalf of Kenneth Griffin as attorney-in-fact
pursuant to a power of attorney previously filed with the Securities and Exchange Commission, and hereby incorporated by reference herein.
The power of attorney was filed as an attachment to a filing by Citadel Advisors LLC on Schedule 13G for Allakos Inc. on October 13,
2023. |
EXHIBIT 99.1
JOINT FILING AGREEMENT
The undersigned hereby agree that the Statement
on Schedule 13G filed herewith (and any amendments thereto), relating to the Shares of AMC Networks Inc., a Delaware corporation, is being
filed jointly with the Securities and Exchange Commission pursuant to Rule 13d-1(c) under the Securities Exchange Act of 1934,
as amended, on behalf of each of the undersigned.
This Agreement may be executed in counterparts
and each of such counterparts taken together shall constitute one and the same instrument.
Dated September 30, 2024.
| CITADEL SECURITIES LLC |
|
CITADEL ADVISORS LLC |
| |
|
|
|
|
| By: |
/s/ Guy Miller |
|
By: |
/s/ Seth Levy |
| |
Guy Miller, Authorized Signatory |
|
|
Seth Levy, Authorized Signatory |
| |
|
|
|
|
| CITADEL SECURITIES GROUP LP |
|
CITADEL ADVISORS HOLDINGS LP |
| |
|
|
|
|
| By: |
/s/ Guy Miller |
|
By: |
/s/ Seth Levy |
| |
Guy Miller, Authorized Signatory |
|
|
Seth Levy, Authorized Signatory |
| |
|
|
|
|
| CITADEL SECURITIES GP LLC |
|
CITADEL GP LLC |
| |
|
|
|
|
| By: |
/s/ Guy Miller |
|
By: |
/s/ Seth Levy |
| |
Guy Miller, Authorized Signatory |
|
|
Seth Levy, Authorized Signatory |
| |
|
|
|
|
| |
|
|
KENNETH GRIFFIN |
| |
|
|
|
|
| |
|
|
By: |
/s/ Seth Levy |
| |
|
|
|
Seth Levy, attorney-in-fact* |
| * | Seth Levy is signing on behalf of Kenneth Griffin as attorney-in-fact
pursuant to a power of attorney previously filed with the Securities and Exchange Commission, and hereby incorporated by reference herein.
The power of attorney was filed as an attachment to a filing by Citadel Advisors LLC on Schedule 13G for Allakos Inc. on October 13,
2023. |
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