SEC Form 4 · accession 0001140361-15-013028
JOURNAL COMMUNICATIONS INC · JRN
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Mary Hill Taibl
Officer — * (see title noted below)
Period of report
Mar 20, 2015
Accepted (ET)
Mar 24, 2015 · 2:29 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001232241
Table I — non-derivative securities
No Table I lines on this filing.
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Appreciation RightF1,F2,F3 | — | Mar 20, 2015 | M | 22,000 | D | — | Feb 15, 2018 | Class B Common Stock | 22,000 | 0 | D |
| Class B Common StockF4 | — | Mar 20, 2015 | M | 22,000 | A | — | — | Class A Common Stock | 22,000 | 65,954 | D |
| Class B Common StockF4 | — | Mar 20, 2015 | F | 19,347 | D | — | — | Class A Common Stock | 19,347 | 46,607 | D |
| Stock Appreciation RightF5,F6 | $13.31 | holding | — | — | — | — | Feb 16, 2017 | Class B Common Stock | 42,000 | 42,000 | D |
| Stock Appreciation RightF5,F7,F6 | — | holding | — | — | — | — | Feb 16, 2017 | Class B Common Stock | 15,000 | 15,000 | D |
Explanation of responses
- F1The stock appreciation right was granted February 15, 2008 to the reporting person under the Journal Communications, Inc. 2007 Omnibus Incentive Plan.
- F2The stock appreciation right has an escalating base value which starts with $7.57, the closing price of the Company's Class A Common Stock on the date of grant, and increases by 6% per year for each year that the stock appreciation right remains outstanding, starting on the first anniversary of the grant date.
- F3The stock appreciation right vests and becomes exercisable in three equal annual installments on February 15, 2009, 2010 and 2011.
- F4The Class B Common Stock is convertible into Class A Common Stock (subject to certain limitations specified in the Issuer's Amended and Restated Articles of Incorporation) on a 1-for-1 basis at no cost.
- F5The stock appreciation right was granted February 16, 2007 to the reporting person under the Journal Communications, Inc. 2003 Equity Incentive Plan.
- F6The stock appreciation right vests and becomes exercisable in three equal annual installments on February 16, 2008, 2009 and 2010.
- F7The stock appreciation right has an escalating base value which starts with $13.31, the closing price of the Company's Class A Common Stock on the date of grant, and increases by 6% per year for each year that the stock appreciation right remains outstanding, starting on the first anniversary of the grant date.
Remarks
* Senior Vice President, General Counsel, Chief Compliance Officer & Secretary