SEC Form 4 · accession 0001209191-17-064519
TRIBUNE MEDIA CO · TRCO
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Ross Levinsohn
Director
Period of report
Dec 5, 2017
Accepted (ET)
Dec 7, 2017 · 5:52 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000726513
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common StockF1,F2 | Dec 5, 2017 | A | 24 | $0.00 | A | 24,658 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1These Restricted Stock Units ("RSUs") represent dividend equivalent rights ("DERs") that accrued in respect of RSUs previously granted to the Reporting Person, as a result of payment of the quarterly cash dividend that was paid on the Issuer's Class A Common Stock on December 5, 2017. These DERs will vest proportionately and on the same terms and conditions with such related RSUs, except that fractional shares, if any, will be settled in cash. RSUs convert into shares of Class A Common Stock upon vesting on a one-for-one basis.
- F2On January 3, 2017, the Company announced a special dividend that was paid in February 2017 to holders of the Issuer's Class A Common Stock. As a result, Restricted Stock Units held by the Reporting Person were adjusted pursuant to the terms of the 2016 Tribune Media Company Stock Compensation Plan for Non-Employee Directors to reflect the special dividend. This total reflects that adjustment.