Apollo Management Holdings GP SC 13G/AGannett / Apollo Management Holdings GP ownership change

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

(Amendment No. 2)*

Under the Securities Exchange Act of 1934

Gannett Co., Inc.

(Name of Issuer)

Common Stock, par value $0.01 per share

(Title of Class of Securities)

36472T109

(CUSIP Number)

September 30, 2024

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

^* 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).

Gannett Co., Inc.

7950 Jones Branch Drive

Mclean, Virginia 22107

This statement is filed by (i) AOP Financial, L.P. (“AOP Financial”); (ii) AOP LoanCo, L.P. (“AOP LoanCo”); (iii) Apollo Origination Management, L.P. (“Origination Management”); (iv) AP Kent Credit Master Fund, L.P. (“AP Kent”); (v) AP Kent Management, LLC (“Kent Management”); (vi) Apollo Accord+ Aggregator A, L.P. (“Accord+”); (vii) Apollo Accord+ Management, L.P. (“Accord+ Management”); (viii) Apollo Atlas Master Fund, LLC (“Atlas”); (ix) Apollo Atlas Management, LLC (“Atlas Management”); (x) Apollo Centre Street Partnership, L.P. (“Centre Street”); (xi) Apollo Centre Street Management, LLC (“Centre Street Management”); (xii) Apollo Credit Master Fund, Ltd. (“Apollo Credit”); (xiii) Apollo Credit Strategies Master Fund Ltd. (“Credit Strategies”); (xiv) Apollo ST Fund Management LLC (“ST Management”); (xv) Apollo ST Operating LP (“ST Operating”); (xvi) Apollo ST Capital LLC (“ST Capital”); (xvii) ST Management Holdings, LLC (“ST Management Holdings”); (xviii) Apollo Debt Solutions BDC (“Debt Solutions”); (xix) Apollo Credit Management, LLC (“ACM”); (xx) Apollo Capital Credit Management, LLC (“ACCM”); (xxi) Apollo Credit Strategies Absolute Return Aggregator A, L.P. (“Absolute Return”); (xxii) Apollo Credit Strategies Absolute Return Management, L.P. (“Absolute Return Management”); (xxiii) Apollo Credit Strategies Absolute Return Management GP, LLC (“Absolute Return Management GP”); (xxiv) Apollo Lincoln Fixed Income Fund, L.P. (“Lincoln”); (xxv) Apollo Lincoln Fixed Income Management, LLC (“Lincoln Management”); (xxvi) Apollo Moultrie Credit Fund, L.P. (“Moultrie”); (xxvii) Apollo Moultrie Credit Fund Management, LLC (“Moultrie Management”); (xxviii) Apollo PPF Credit Strategies, LLC (“PPF Credit Strategies”); (xxix) Apollo PPF Credit Strategies Management, LLC (“PPF Management”); (xxx) Apollo TR Opportunistic Ltd. (“TR”); (xxxi) Apollo Total Return Management LLC (“TR Management”); (xxxii) Athene Annuity and Life Co – Apollo Modco (“Annuity”); (xxxiii) Apollo Insurance Solutions Group LP (“AISG”); (xxxiv) AISG Holdings LP (“AISG Holdings”); (xxxv) AISG GP Ltd. (“AISG GP”); (xxxvi) Apollo Life Asset LP (“Life Asset”); (xxxvii) Apollo Life Asset GP, LLC (“Life Asset GP”); (xxxviii) Mercer Multi-Asset Credit Fund (“Mercer”); (xxxix) Apollo Management International LLP (“International”); (xl) Apollo International Management Holdings, LLC (“International Management”); (xli) Apollo International Holdings Ltd. (“International Holdings”); (xlii) MPI (London) Limited (“MPI”); (xliii) Apollo TRF MP Management, LLC (“MP Management”); (xliv) Provident 10 - TRF SMA (“Provident 10”); (xlv) Apollo Capital Management, L.P. (“Capital Management”); (xlvi) Apollo Capital Management GP, LLC (“Capital Management GP”); (xlvii) Apollo Management Holdings, L.P. (“Management Holdings”); (xlviii) Apollo Management Holdings GP, LLC (“Management Holdings GP”); and (xlix) APO Corp. (“APO”). The foregoing are collectively referred to herein as the “Reporting Persons.”

AOP Financial, AOP LoanCo, AP Kent, Accord+, Atlas, Centre Street, Apollo Credit, Credit Strategies, Debt Solutions, Absolute Return, Lincoln, Moultrie, PPF Credit Strategies, TR, Annuity, Mercer, and MPI each hold securities of the Issuer.

Origination Management serves as the investment manager of AOP Financial and AOP LoanCo. Kent Management serves as the investment manager of AP Kent. Accord+ Management serves as the investment manager of Accord+. Atlas Management serves as the investment manager of Atlas. Centre Street Management serves as the investment manager of Centre Street.

ST Management serves as the investment manager for Apollo Credit and Credit Strategies. ST Operating is the sole member of ST Management. The general partner of ST Operating is ST Capital. ST Management Holdings is the sole member of ST Capital.

ACM serves as the investment advisor to Debt Solutions. ACCM is the sole member of ACM.

Absolute Return Management serves as the investment manager of Absolute Return. Absolute Return Management GP is the general partner of Absolute Return Management. Lincoln Management serves as the investment manager of Lincoln. Moultrie Management serves as the investment manager of Moultrie. PPF Management serves as the investment manager of PPF Credit Strategies. TR Management serves as the investment manager of TR.

AISG serves as the investment manager of Annuity. AISG Holdings is the sole limited partner of AISG. AISG GP is the general partner of AISG and AISG Holdings. Life Asset is a limited partner of AISG Holdings. Life Asset GP is the general partner of Life Asset.

International serves as the investment manager of Mercer. International Management is the sole member of International. International Holdings is the sole member of International Management.

MP Management serves as the investment manager of MPI.

Capital Management serves as the sole member of Atlas Management, ACCM, Absolute Return Management GP, Lincoln Management, Moultrie Management, PPF Management, TR Management, and MP Management; as the sole member and manager of ST Management Holdings; as the sole limited partner of Origination Management, Kent Management, Accor+ Management, Centre Street Management; as the managing member of Life Asset GP; and as the investment manager of Provident 10. Capital Management GP serves as the general partner of Capital Management. Management Holdings serves as the sole member and manager of Capital Management GP, and Management Holdings GP serves as the general partner of Management Holdings. APO serves as the sole shareholder of International Holdings and Management Holdings GP.

The address of the principal office of each of Credit Strategies, AISG Holdings, AISG GP, and Life Asset GP is c/o Walkers Corporate Limited, 190 Elgin Avenue, George Town, Grand Cayman, KY1-9008, Cayman Islands.

The address of the principal office of International is 1 Soho Place, London W1D 38G, United Kingdom. The address of the principal office of International Holdings is Second Floor, Washington House, 6 Church Street, Hamilton HM 11, Bermuda.

The address of the principal office of Annuity is 7700 Mills Civic Parkway, West Des Moines, Iowa 50266.

The address of the principal office of AISG is c/o Athene Asset Management, L.P., 2121 Rosecrans Avenue, Ste 5300, El Segundo, California 90245.

The address of the principal office of Mercer is 70 Sir John Rogerson’s Quay, Dublin, Ireland.

The address of the principal office of MPI is Victoria House, 2 Victoria Place, Leeds LS115AE, United Kingdom.

The address of the principal office of Provident 10 is 15 International Place, Suite 200, St. John’s NL A1A 0L4, Canada.

The address of the principal office of each of AOP Financial, AOP LoanCo, Origination Management, AP Kent, Kent Management, Accord+, Accord+ Management, Atlas, Atlas Management, Centre Street, Centre Street Management, Apollo Credit, ST Management, ST Operating, ST Capital, ST Management Holdings, Debt Solutions, ACM, ACCM, Absolute Return, Absolute Return Management, Absolute Return Management GP, Lincoln, Lincoln Management, Moutrie, Moultrie Management, PPF Credit Strategies, PPF Management, TR, TR Management, Life Asset, International Management, Capital Management, Capital Management GP, Management Holdings, Management Holdings GP, and APO is 9 W. 57^th Street, 41^st Floor, New York, New York 10019.

Atlas, Apollo Credit, Credit Strategies, and ST Management Holdings, TR, AISG GP are each an exempted company incorporated in the Cayman Islands with limited liability. AOP Financial, AP Kent, Accord+, Absolute Return, AISG Holdings, Life Asset are each a Cayman Islands exempted limited partnership. Life Asset GP is a Cayman Islands limited liability company.

Mercer is organized under the laws of Ireland. International is a United Kingdom limited liability partnership. International Holdings is a Bermuda limited company. MPI is a limited company organized under the laws of England and Wales. Provident 10 is organized under the laws of Canada.

Kent Management, Atlas Management, Centre Street Management, ACM, ACCM, ST Management, ST Capital, Absolute Return Management GP, Lincoln Management, Moultrie Management, PPF Credit Strategies, PPF Management, TR Management, International Management, MP Management, Capital Management GP, and Management Holdings GP are each a Delaware limited liability company.

AOP LoanCo, Origination Management, Accord+ Management, Centre Street, ST Operating, Absolute Return Management, Lincoln, Moultrie, AISG, Capital Management, and Management Holdings are each a Delaware limited partnership.

Debt Solutions, Annuity, and APO are each a Delaware corporation.

Common Stock, par value $0.01 per share (the “Common Stock”).

36472T109

Not applicable.

Beneficial ownership information is reported as of September 30, 2024.

AOP Financial, AOP LoanCo, AP Kent, Accord+, Atlas, Centre Street, Apollo Credit, Credit Strategies, Debt Solutions, Absolute Return, Lincoln, Moultrie, PPF Credit Strategies, TR, Annuity, Mercer, MPI, and Provident 10 each disclaims beneficial ownership of all shares of Common Stock included in this report other than the shares of Common Stock held of record by such Reporting Person, and the filing of this report shall not be construed as an admission that any such person or entity is the beneficial owner of any such securities for purposes of Section 13(d) or 13(g) of the Securities Exchange Act of 1934, as amended, or for any other purpose. Each other Reporting Person, and Messrs. Scott Kleinman, James Zelter and Marc Rowan, the managers, as well as executive officers, of APO, disclaims beneficial ownership of all shares of Common Stock included in this report, and the filing of this report shall not be construed as an admission that any such person or entity is the beneficial owner of any such securities for purposes of Section 13(d) or 13(g) of the Securities Exchange Act of 1934, as amended, or for any other purpose.

The percentages are based on 147,410,604 shares of Common Stock outstanding as of October 28, 2024, as disclosed in the Issuer’s Quarterly Report on Form 10-Q filed on October 31, 2024.

0 for all Reporting Persons

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 five percent of the class of securities, check the following: ¨

Not applicable.

Not applicable.

Not applicable.

Not applicable.

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, other than activities solely in connection with a nomination under § 240.14a-11.

[The remainder of this page is intentionally left blank.]

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Date: November 14, 2024