SEC Form 4 · accession 0000925421-18-000017
TEGNA INC · TGNA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Todd A. Mayman
Officer — EVP, Chief Legal and Admin Off
Period of report
Dec 31, 2017
Accepted (ET)
Jan 3, 2018 · 5:03 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000039899
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Dec 31, 2017 | M | 11,703 | — | A | 31,123 | D | |
| Common StockF1 | Dec 31, 2017 | M | 6,059 | — | A | 37,182 | D | |
| Common Stock | Dec 31, 2017 | F | 8,474 | $14.08 | D | 28,708 | D | |
| Common Stock | Dec 31, 2017 | A | 12,951 | $0.00 | A | 41,659 | D | |
| Common Stock | Dec 31, 2017 | F | 6,178 | $14.08 | D | 35,481 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF1 | — | Dec 31, 2017 | M | 11,703 | D | Dec 31, 2017 | Dec 31, 2017 | Common Stock | 11,703 | 0 | D |
| Restricted Stock UnitsF4,F1,F5 | — | Dec 31, 2017 | M | 6,059 | D | — | — | Common Stock | 6,059 | 18,180 | D |
Explanation of responses
- F1Each restricted stock unit represents a contingent right to receive one share of the underlying common stock.
- F2Represents shares of common stock withheld to satisfy the reporting person's tax obligation upon the vesting of restricted stock units and the corresponding acquisition of shares of common stock by the reporting person pursuant to the Issuer's 2001 Omnibus Incentive Compensation Plan (Amended and Restated as of May 4, 2010), as amended.
- F3Represents shares of common stock withheld to satisfy the reporting person's tax obligation upon the acquisition of shares of common stock pursuant to the Issuer's Performance Share Plan on December 31, 2017.
- F4The grant of restricted stock units was previously reported as 15,290 restricted stock units representing a contingent right to receive 15,290 shares of common stock of the Issuer, but was adjusted to reflect a grant of 24,239 restricted stock units representing a contingent right to receive 24,239 shares of common stock of the Issuer following the completion of the previously-announced spin-off of the Issuer's digital automotive marketplace business on May 31, 2017.
- F5The restricted stock units vest in four equal annual installments beginning on December 31, 2017 and, unless delivered earlier following a change in control of the Issuer, the corresponding vested shares of the Issuer's common stock will be delivered to the reporting person in four equal annual installments beginning on January 2, 2018.