SEC Form 4 · accession 0001209191-18-040816
E.W. SCRIPPS Co · SSP
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Richard A Boehne
Director
Period of report
Jun 30, 2018
Accepted (ET)
Jul 3, 2018 · 2:54 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000832428
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common Shares, $.01 par value per share | Jul 1, 2018 | F | 42,204 | $13.39 | D | 158,561 | D | |
| Class A Common Shares, $.01 par value per share | Jul 1, 2018 | C | 124,196 | $13.39 | A | 282,757 | D | |
| Class A Common Shares, $.01 par value per share | holding | — | — | — | 126,170 | I | Investment LLC | |
| Common Voting Shares, $.01 par value per share | holding | — | — | — | 0 | 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 UnitsF3,F2 | — | Jul 1, 2018 | C | 21,655 | D | Mar 9, 2016 | Mar 9, 2019 | Restricted Stock Units | 21,655 | 0 | D |
| Restricted Stock UnitsF3,F2 | — | Jul 1, 2018 | C | 33,898 | D | Mar 9, 2017 | Mar 9, 2020 | Restricted Stock Units | 33,898 | 0 | D |
| Restricted Stock UnitsF3,F2 | — | Jul 1, 2018 | C | 68,643 | D | Mar 1, 2018 | Mar 1, 2021 | Restricted Stock Units | 68,643 | 0 | D |
| Phantom StockF4 | — | Jun 30, 2018 | J | 3,342 | A | — | — | Class A Common | 3,342 | 7,006 | D |
| Phantom StockF5 | — | Jun 30, 2018 | J | 26 | A | — | — | Class A Common | 26 | 7,032 | D |
| Restricted Stock UnitsF6 | — | holding | — | — | — | May 10, 2019 | May 10, 2019 | Restricted Stock Units | 6,471 | 6,471 | D |
Explanation of responses
- F1The terms of this long-term incentive award mandate that the Company withhold shares to satisfy the reporting person's tax obligation.
- F2This transaction reflects the conversion of restricted stock units into Class A Common Shares.
- F3Vesting of award was accelerated in connection with the reporting person's retirement.
- F4Pursuant to the company's 1997 Deferred Compensation and Stock Plan for Directors, directors may defer fees into a phantom stock fund. Under this plan, fees are allocated to a phantom shares account based on the fair market value of the company's Class A Common Shares on the last trading day of each quarter. Balances are paid in either shares or cash at the time a director leaves the Board.
- F5Pursuant to the company's 1997 Deferred Compensation and Stock Plan for Directors, at the end of each calendar quarter, the number of shares credited to a Phantom Stock Account shall be increased by any dividends paid on shares during that calendar quarter.
- F6This restricted stock unit award will vest in 2019. Upon vesting, each restricted stock unit will convert into one Class A Common Share of the Company.