STOCK TITAN

Providence funds trim OUTFRONT Media (OUT) holding after $32.46 block sale

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
SCHEDULE 13D/A

Rhea-AI Filing Summary

OUTFRONT Media Inc. received an amended Schedule 13D from investment funds affiliated with Providence Equity Partners, updating their ownership after a secondary sale. On May 15, 2026, several special purpose vehicles (PEP VIII (Scotland) SPV, PEP VIII Co-Invest SPV, PEP VIII SPV, PEP VIII-A AIV SPV and PEP VIII-A SPV) sold blocks of Common Stock, including 20,709 shares, 909,091 shares, 2,010,564 shares, 687,200 shares and 1,372,436 shares, respectively, in an unregistered block trade at $32.46 per share. Following these transactions, the reporting persons collectively report beneficial ownership of 3,913,813 shares of Common Stock, or 2.2% of the class, based on 176,063,510 shares outstanding as of May 7, 2026. The filing details how various Providence-related entities share voting and dispositive power over these holdings and notes that each entity disclaims beneficial ownership of shares held by the others.

Positive

  • None.

Negative

  • None.
Block trade price $32.46 per share Unregistered block trade on May 15, 2026
Aggregate shares owned 3,913,813 shares Beneficially owned by Providence-affiliated reporting persons
Ownership percentage 2.2% Percentage of OUTFRONT Media Common Stock class
Shares outstanding 176,063,510 shares Common Stock outstanding as of May 7, 2026
PEP VIII-A SPV holding 1,074,292 shares Directly held, equal to 0.6% of outstanding shares
PEP VIII SPV holding 1,573,794 shares Directly held, equal to 0.9% of outstanding shares
PEP VIII-A AIV SPV holding 537,914 shares Directly held, equal to 0.3% of outstanding shares
Director holdings 41,199 shares Beneficially owned by director Michael J. Dominguez
beneficial ownership financial
"The information relating to the beneficial ownership of Common Stock by each of the Reporting Persons..."
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.
block trade financial
"shares of Common Stock, respectively, for $32.46 per share in an unregistered block trade"
A block trade is a large, privately arranged sale or purchase of a company's shares or bonds between big investors, often negotiated to avoid upsetting the public market price. Think of it like selling a truckload of goods directly to one buyer instead of unloading it on a busy street — it moves a lot of supply at once and can signal shifting demand, affect immediate liquidity, and influence short-term stock prices.
shared voting power financial
"Number of Shares Beneficially Owned by Each Reporting Person With: | 7 | Sole Voting Power 0.00 8 | Shared Voting Power..."
Shared voting power occurs when two or more parties jointly have the right to vote or decide how a block of company shares is cast, like co-owners who must agree before moving a piece of furniture. Investors care because who controls voting rights affects board elections, major corporate decisions and takeover outcomes, and shared control can alter regulatory disclosures and the practical influence any holder has over a company’s direction and value.
shared dispositive power financial
"Number of Shares Beneficially Owned by Each Reporting Person With: | 9 | Sole Dispositive Power 0.00 10 | Shared Dispositive Power..."
Schedule 13D regulatory
"If the filing person has previously filed a statement on Schedule 13G to report the acquisition..."
A Schedule 13D is a legal document that investors file with regulators when they buy a large enough stake in a company to potentially influence its management or decisions. It provides details about the investor’s intention, ownership stake, and plans, helping other investors understand who is gaining control and what their motives might be.
unregistered regulatory
"shares of Common Stock, respectively, for $32.46 per share in an unregistered block trade"
Unregistered describes a security, product, or offering that has not been filed with or approved by the relevant regulator (for example, the securities regulator or health agency). Think of it like buying a product that has not gone through the usual safety label or warranty checks — information may be limited, legal protections reduced, and resale or trading can be restricted. Investors should view unregistered items as higher risk because they often carry greater uncertainty about disclosure, liquidity, and regulatory compliance.





69007J106

(CUSIP Number)
Morgan Hayes
Debevoise & Plimpton LLP, 66 Hudson Blvd E
New York, NY, 10001
212-909-6983

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
05/15/2026

(Date of Event Which Requires Filing of This Statement)


If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on 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).




schemaVersion:


SCHEDULE 13D




Comment for Type of Reporting Person:
Note to Row 4: See Item 3 Note to rows 8, 10 and 11: See Item 5 Note to row 13: The ownership percentage set forth herein for PEP VIII International Ltd. is calculated based on a total of 176,063,510 shares of Common Stock outstanding as of May 7, 2026, as reported in the Issuer's Form 10-Q filed with the Securities and Exchange Commission on May 8, 2026.


SCHEDULE 13D




Comment for Type of Reporting Person:
Note to Row 4: See Item 3 Note to rows 8, 10 and 11: See Item 5 Note to row 13: The ownership percentage set forth herein for Providence Equity GP VIII L.P. is calculated based on a total of 176,063,510 shares of Common Stock outstanding as of May 7, 2026, as reported in the Issuer's Form 10-Q filed with the Securities and Exchange Commission on May 8, 2026.


SCHEDULE 13D




Comment for Type of Reporting Person:
Note to Row 4: See Item 3 Note to rows 8, 10 and 11: See Item 5 Note to row 13: The ownership percentage set forth herein for PEP VIII (Scotland) International Ltd. is calculated based on a total of 176,063,510 shares of Common Stock outstanding as of May 7, 2026, as reported in the Issuer's Form 10-Q filed with the Securities and Exchange Commission on May 8, 2026.


SCHEDULE 13D




Comment for Type of Reporting Person:
Note to Row 4: See Item 3 Note to rows 8, 10 and 11: See Item 5 Note to row 13: The ownership percentage set forth herein for Providence Equity GP VIII (Scotland) L.P. is calculated based on a total of 176,063,510 shares of Common Stock outstanding as of May 7, 2026, as reported in the Issuer's Form 10-Q filed with the Securities and Exchange Commission on May 8, 2026.


SCHEDULE 13D




Comment for Type of Reporting Person:
Note to Row 4: See Item 3 Note to rows 8, 10 and 11: See Item 5 Note to row 13: The ownership percentage set forth herein for Providence Equity Partners VIII-A L.P.. is calculated based on a total of 176,063,510 shares of Common Stock outstanding as of May 7, 2026, as reported in the Issuer's Form 10-Q filed with the Securities and Exchange Commission on May 8, 2026.


SCHEDULE 13D




Comment for Type of Reporting Person:
Note to Row 4: See Item 3 Note to rows 8, 10 and 11: See Item 5 Note to row 13: The ownership percentage set forth herein for Providence Equity Partners VIII (Scotland) L.P. is calculated based on a total of 176,063,510 shares of Common Stock outstanding as of May 7, 2026, as reported in the Issuer's Form 10-Q filed with the Securities and Exchange Commission on May 8, 2026.


SCHEDULE 13D




Comment for Type of Reporting Person:
Note to Row 4: See Item 3 Note to rows 8, 10 and 11: See Item 5 Note to row 13: The ownership percentage set forth herein for PEP VIII Intermediate 5 L.P. is calculated based on a total of 176,063,510 shares of Common Stock outstanding as of May 7, 2026, as reported in the Issuer's Form 10-Q filed with the Securities and Exchange Commission on May 8, 2026.


SCHEDULE 13D




Comment for Type of Reporting Person:
Note to Row 4: See Item 3 Note to rows 8, 10 and 11: See Item 5 Note to row 13: The ownership percentage set forth herein for PEP VIII Intermediate 6 L.P. is calculated based on a total of 176,063,510 shares of Common Stock outstanding as of May 7, 2026, as reported in the Issuer's Form 10-Q filed with the Securities and Exchange Commission on May 8, 2026.


SCHEDULE 13D




Comment for Type of Reporting Person:
Note to Row 4: See Item 3 Note to rows 8, 10 and 11: See Item 5 Note to row 13: The ownership percentage set forth herein for PEP VIII Advertising Co-Investment L.P. is calculated based on a total of 176,063,510 shares of Common Stock outstanding as of May 7, 2026, as reported in the Issuer's Form 10-Q filed with the Securities and Exchange Commission on May 8, 2026.


SCHEDULE 13D




Comment for Type of Reporting Person:
Note to Row 4: See Item 3 Note to rows 8, 10 and 11: See Item 5 Note to row 13: The ownership percentage set forth herein for PEP VIII GP LLC is calculated based on a total of 176,063,510 shares of Common Stock outstanding as of May 7, 2026, as reported in the Issuer's Form 10-Q filed with the Securities and Exchange Commission on May 8, 2026.


SCHEDULE 13D




Comment for Type of Reporting Person:
Note to Row 4: See Item 3 Note to rows 8, 10 and 11: See Item 5 Note to row 13: The ownership percentage set forth herein for PEP VIII-A SPV, L.P. is calculated based on a total of 176,063,510 shares of Common Stock outstanding as of May 7, 2026, as reported in the Issuer's Form 10-Q filed with the Securities and Exchange Commission on May 8, 2026.


SCHEDULE 13D




Comment for Type of Reporting Person:
Note to Row 4: See Item 3 Note to rows 8, 10 and 11: See Item 5 Note to row 13: The ownership percentage set forth herein for PEP VIII (Scotland) SPV, L.P. is calculated based on a total of 176,063,510 shares of Common Stock outstanding as of May 7, 2026, as reported in the Issuer's Form 10-Q filed with the Securities and Exchange Commission on May 8, 2026.


SCHEDULE 13D




Comment for Type of Reporting Person:
Note to Row 4: See Item 3 Note to rows 8, 10 and 11: See Item 5 Note to row 13: The ownership percentage set forth herein for PEP VIII SPV, L.P. is calculated based on a total of 176,063,510 shares of Common Stock outstanding as of May 7, 2026, as reported in the Issuer's Form 10-Q filed with the Securities and Exchange Commission on May 8, 2026.


SCHEDULE 13D




Comment for Type of Reporting Person:
Note to Row 4: See Item 3 Note to rows 8, 10 and 11: See Item 5 Note to row 13: The ownership percentage set forth herein for PEP VIII-A AIV SPV, L.P. is calculated based on a total of 176,063,510 shares of Common Stock outstanding as of May 7, 2026, as reported in the Issuer's Form 10-Q filed with the Securities and Exchange Commission on May 8, 2026.


SCHEDULE 13D




Comment for Type of Reporting Person:
Note to Row 4: See Item 3 Note to rows 8, 10 and 11: See Item 5 Note to row 13: The ownership percentage set forth herein for PEP VIII Co-Invest SPV, L.P. is calculated based on a total of 176,063,510 shares of Common Stock outstanding as of May 7, 2026, as reported in the Issuer's Form 10-Q filed with the Securities and Exchange Commission on May 8, 2026.


SCHEDULE 13D


PEP VIII International Ltd.
Signature:/s/ Sarah N. Conde
Name/Title:Sarah N. Conde / Authorized Signatory
Date:05/19/2026
Providence Equity GP VIII L.P.
Signature:/s/ Sarah N. Conde
Name/Title:Sarah N. Conde / Authorized Signatory
Date:05/19/2026
PEP VIII (Scotland) International Ltd.
Signature:/s/ Sarah N. Conde
Name/Title:Sarah N. Conde/ Authorized Signatory
Date:05/19/2026
Providence Equity GP VIII (Scotland) L.P.
Signature:/s/ Sarah N. Conde
Name/Title:Sarah N. Conde/ Authorized Signatory
Date:05/19/2026
Providence Equity Partners VIII-A L.P.
Signature:/s/ Sarah N. Conde
Name/Title:Sarah N. Conde/ Authorized Signatory
Date:05/19/2026
Providence Equity Partners VIII (Scotland) L.P.
Signature:/s/ Sarah N. Conde
Name/Title:Sarah N. Conde/ Authorized Signatory
Date:05/19/2026
PEP VIII Intermediate 5 L.P.
Signature:/s/ Sarah N. Conde
Name/Title:Sarah N. Conde/ Authorized Signatory
Date:05/19/2026
PEP VIII Intermediate 6 L.P.
Signature:/s/ Sarah N. Conde
Name/Title:Sarah N. Conde/ Authorized Signatory
Date:05/19/2026
PEP VIII Advertising Co-Investment L.P.
Signature:/s/ Sarah N. Conde
Name/Title:Sarah N. Conde/ Authorized Signatory
Date:05/19/2026
PEP VIII GP LLC
Signature:/s/ Sarah N. Conde
Name/Title:Sarah N. Conde/ Authorized Signatory
Date:05/19/2026
PEP VIII-A SPV, L.P.
Signature:/s/ Sarah N. Conde
Name/Title:Sarah N. Conde
Date:05/19/2026
PEP VIII (Scotland) SPV, L.P.
Signature:/s/ Sarah N. Conde
Name/Title:Sarah N. Conde
Date:05/19/2026
PEP VIII SPV, L.P.
Signature:/s/ Sarah N. Conde
Name/Title:Sarah N. Conde
Date:05/19/2026
PEP VIII-A AIV SPV, L.P.
Signature:/s/ Sarah N. Conde
Name/Title:Sarah N. Conde
Date:05/19/2026
PEP VIII Co-Invest SPV, L.P.
Signature:/s/ Sarah N. Conde
Name/Title:Sarah N. Conde
Date:05/19/2026

FAQ

How much of OUTFRONT Media (OUT) do the Providence funds now own?

Providence-affiliated funds report beneficial ownership of 3,913,813 OUTFRONT Media shares, representing 2.2% of the Common Stock. This percentage is calculated using 176,063,510 shares outstanding as of May 7, 2026, as disclosed in the company’s Form 10-Q.

What transaction triggered this Schedule 13D/A amendment for OUTFRONT Media (OUT)?

The amendment was triggered by block sales of OUTFRONT Media shares on May 15, 2026 by several Providence-related SPVs. These entities sold multiple blocks of Common Stock in an unregistered block trade at a price of $32.46 per share.

Which Providence SPVs sold OUTFRONT Media (OUT) shares and at what price?

PEP VIII (Scotland) SPV, PEP VIII Co-Invest SPV, PEP VIII SPV, PEP VIII-A AIV SPV and PEP VIII-A SPV sold OUTFRONT Media Common Stock. Each SPV’s block was priced at $32.46 per share in an unregistered block trade executed on May 15, 2026.

What is the total share count used to calculate ownership percentages in this OUTFRONT Media filing?

Ownership percentages are based on 176,063,510 shares of OUTFRONT Media Common Stock outstanding as of May 7, 2026. This total outstanding share figure comes from the company’s Form 10-Q filed with the Securities and Exchange Commission on May 8, 2026.

Does a Providence-affiliated director personally hold OUTFRONT Media (OUT) shares?

Yes. Director Michael J. Dominguez beneficially owns 41,199 shares of OUTFRONT Media Common Stock. The filing states that any securities issued to him for board service are held for the benefit of funds or entities affiliated with PEP International.

Do the Providence entities share voting and dispositive power over OUTFRONT Media shares?

Yes. The filing explains that various Providence-related entities share voting and investment (dispositive) control over the reported OUTFRONT Media shares through general partner and holding structures, while each entity disclaims beneficial ownership of securities held directly by the other affiliated SPVs.