Item 4.
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Purpose of Transaction.
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Item 4 is amended and supplemented to add the following information:
The Reporting Person intends to review his investment in the Issuer on a continuing basis and may, at any time, consistent with the Reporting
Persons obligations under the federal securities laws, determine to increase or decrease his ownership of shares of the Issuers Series A and B Common Stock through purchases or sales in the open market or in privately-negotiated
transactions. The Reporting Persons review of his investment in the Issuer will depend on various factors, including the Issuers business prospects, other developments concerning the Issuer, general economic conditions, financial and
stock market conditions, the Reporting Persons personal financial situation, need for, and availability of capital, and any other facts and circumstances which may become known to the Reporting Person regarding his investment in the Issuer. At
the time of filing this Amendment No. 8 to Schedule 13D, the Reporting Person has no plans to purchase additional shares of common stock in the open market in the immediate future. However, the Reporting Person may engage in
privately-negotiated transactions in the future, may from
time-to-time
acquire additional shares of common stock under various benefit and compensation arrangements of
the Issuer, and reserves his right to reevaluate his investment in the Issuer and to purchase additional shares in the open market or otherwise.
Except as may occur in the ordinary course of business of the Issuer, the Reporting Person has no present plans or proposals that relate to or
would result in (i) an extraordinary corporate transaction, such as a merger, reorganization, or liquidation, involving the Issuer or any of its subsidiaries, (ii) a sale or transfer of a material amount of assets of the Issuer or any of
its subsidiaries, (iii) any change in the board of directors or executive management of the Issuer or any of its subsidiaries, (iv) any material change in the present capitalization or dividend policy of the Issuer, (v) any other
material change in the Issuers business or corporate structure, (vi) changes in the Issuers Certificate of Formation or bylaws or other actions that may impede the acquisition of control of the Issuer by any person, (vii) a
series of securities of the Issuer being delisted from a national securities exchange or no longer being quoted in an inter-dealer quotation system of a registered national securities association, (viii) a series of equity securities of the
Issuer becoming eligible for termination of registration pursuant to Section 12(g)(4) of the Securities Exchange Act of 1934, or (ix) any action similar to any of those described above. However, the Reporting Person, in his capacity as
Chairman of the Board, President and Chief Executive Officer may, from time to time, become aware of, initiate, and/or be involved in discussions that relate to the transactions described in this Item 4 and thus retains his right to modify his
plans with respect to the transactions described in this Item 4 to acquire or dispose of securities of the Issuer and to formulate plans and proposals that could result in the occurrence of any such events, subject to applicable laws and
regulations.
Item 5.
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Interest in Securities of the Issuer.
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Item 5 is amended and supplemented to add the following information:
(a) As of the date of filing of this Statement, Mr. Decherd beneficially owns 1,682,431 shares, representing approximately 68.1% of the
Series B Common Stock based on the number of shares outstanding as of April 25, 2019. This includes 1,677,800 shares held by Mr. Decherd (including 300,291 shares held by the Foundation) and 4,631 shares owned jointly by Mr. Decherd
and his spouse. This number does not include 240 shares owned by Mr. Decherds spouse, as to which shares Mr. Decherd disclaims beneficial ownership.
(b) As of the date of filing of this Statement, Mr. Decherd has (i) the sole power to vote and sole dispositive power over 1,677,800
shares of the Series B Common Stock (including 300,291 shares held by the Foundation) and (ii) the shared power to vote and shared dispositive power over 4,631 shares of the Series B Common Stock held jointly by him and his spouse.
(c) Except as disclosed in Item 3, Mr. Decherd has not effected any transaction involving shares of the Series B Common Stock of the
Issuer during the past 60 days.
(d) The Foundation has the right to receive dividends from, and sales proceeds of, the 300,291 shares of
the Series B Common Stock reported as beneficially owned by Mr. Decherd as Chairman and director of the Foundation. Other than as reported herein, no person other than the Reporting Person has the right to receive or the power to direct the
receipt of dividends from, or the proceeds from the sale of, the shares of the Series B Common Stock set forth above.
(e) Not applicable.