| 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). | |||||||||||||||||
| Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10. | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
GRUPO TELEVISA, S.A.B. [ TV ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 06/03/2026 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 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 | ||||||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 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 | ||||||||
| Mandatory Convertible Debentures(1) | $0.0048(2)(4)(5) | 06/03/2026 | A | $30,518,001(2)(3)(4) | 06/03/2027 | (5) | Series "A" Shares(1)(5) | 6,307,262,714 | $30,518,001(2)(3)(4)(5) | 6,307,262,714 | D | ||||
| CPOs held in Stock Purchase Plan(6) | $0.09(2) | 06/05/2026 | A | 268,470 | 04/10/2027 | (7) | CPOs(6) | 268,470 | $0(2) | 268,470 | I | Stock Purchase Plan(6) | |||
| CPOs held in Long Term Retention Plan(6) | $0.09(2) | 06/05/2026 | A | 12,066,300 | 04/10/2029 | 04/10/2032 | CPOs(6) | 12,066,300 | $0(2) | 12,066,300 | I | Long-Term Retention Plan | |||
| CPOs held in Long-Term Retention Plan(6) | $0.59(2) | 06/05/2026 | A | 12,574,570 | 04/10/2029 | 04/10/2032 | CPOs(6) | 12,574,570 | $0(2) | 12,574,570 | I | Long-Term Retention Plan | |||
| Explanation of Responses: |
| 1. The zero-coupon mandatory convertible debentures (obligaciones forzosamente convertibles or "Mandatory Convertible Debentures") do not accrue interest and will be mandatorily converted into Series "A" Shares of Grupo Televisa, S.A.B. |
| 2. Reflects conversion from Mexican pesos into US dollars based on the currency conversion rate of 17.3498 Mexican Pesos per US dollar as of May 29, 2026. |
| 3. Represents the US dollar equivalent of the total subscription price of the Mandatory Convertible Debentures. |
| 4. The subscription price of the Mandatory Convertible Debentures was determined based on market price, taking into account the volume-weighted average trading price of the ordinary participation certificates ("CPOs") during the 30 calendar days prior to the issuance of the Mandatory Convertible Debentures, divided equally by the one hundred seventeen shares represented by each CPO (consisting of twenty-five Series "A" Shares, twenty-two Series "B" Shares, thirty-five Series "L" Shares and thirty-five Series "D" Shares of Grupo Televisa, S.A.B.). |
| 5. On the date that is one year following their issuance, the Mandatory Convertible Debentures will be mandatorily converted into Series "A" Shares. |
| 6. Each CPO represents twenty-five Series "A" Shares, twenty-two Series "B" Shares, thirty-five Series "L" Shares and thirty-five Series "D" Shares of Grupo Televisa, S.A.B. |
| 7. Not applicable. |
| /s/ Alfonso de Angoitia Noriega | 06/05/2026 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * 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). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| 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 Number. | ||