TEGNA INC — Director's Dealing 2020

Apr 8, 2020

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: TEGNA INC (TGNA)
CIK: 0000039899
Period of Report: 2020-04-02

Reporting Person: Standard General L.P. (10% Owner)
Reporting Person: Kim Soohyung (10% Owner)

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock, $1.00 par value	20715479	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Swap for Common Stock - Right to Buy	$12.60	2021-04-22	Common Stock (1000000)		Indirect
Swap for Common Stock - Right to Buy	$13.2783	2021-04-22	Common Stock (1000000)		Indirect
Swap for Common Stock - Right to Buy	$12.9914	2021-04-22	Common Stock (1000000)		Indirect
Swap for Common Stock - Right to Buy	$10.5883	2021-04-22	Common Stock (1000000)		Indirect
Swap for Common Stock - Right to Buy	$10.8248	2021-04-22	Common Stock (1000000)		Indirect

Footnotes

F1: The securities reported herein are beneficially owned by Standard General L.P. ("Standard General") in its capacity as investment manager to private investment vehicles. Mr. Kim is a director of the general partner of the general partner of Standard General and Chief Investment Officer of Standard General, and in such capacities may be deemed to indirectly beneficially own the securities reported herein. Each of the Reporting Persons disclaims beneficial ownership of the shares reported herein except to the extent of its or his pecuniary interest in such shares, and the inclusion of such securities in this report shall not be deemed an admission of beneficial ownership for purposes of Section 16 or for any other purpose.

F2: The Reporting Persons entered into equity swap agreements with unaffiliated financial institutions ("FI"), each of which are exercisable at any time by the Reporting Persons or the applicable FI prior to, or automatically settled on, the Expiration Date. Under each agreement, upon exercise or settlement thereof, (i) such FI will be obligated to pay to the Reporting Persons the aggregate market value of the shares of Common Stock subject to the agreement or, at the election of the Reporting Persons, deliver such shares; and (ii) the Reporting Persons will be obligated to pay such FI the Exercise Price per share for each share of Common Stock subject to the agreement. A portion of the dividends paid on the shares of Common Stock subject to the agreement prior to the exercise or settlement thereof will be paid by the FI to the Reporting Persons, and the Reporting Persons also will pay to the FI "interest" on the Exercise Price of the shares of Common Stock subject to the agreement.