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TEGNA INC — Director's Dealing 2023
Mar 3, 2023
31281_dirs_2023-03-02_ee53fc85-22ce-4a65-9882-2ac0f02bb02d.zip
Director's Dealing
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SEC Form 4 — Statement of Changes in Beneficial Ownership
Issuer: TEGNA INC (TGNA)
CIK: 0000039899
Period of Report: 2023-02-28
Reporting Person: Trelstad Lynn B. (N/A)
Non-Derivative Transactions
| Date | Security | Code | Shares | Price | A/D | Holdings After | Ownership |
|---|---|---|---|---|---|---|---|
| 2023-02-28 | Common Stock | M | 66919 | — | Acquired | 228087 | Direct |
| 2023-02-28 | Common Stock | M | 7965 | — | Acquired | 236052 | Direct |
| 2023-02-28 | Common Stock | M | 9474 | — | Acquired | 245526 | Direct |
| 2023-02-28 | Common Stock | M | 7361 | — | Acquired | 252887 | Direct |
| 2023-02-28 | Common Stock | M | 6650 | — | Acquired | 259537 | Direct |
| 2023-02-28 | Common Stock | F | 47656 | $17.40 | Disposed | 211881 | Direct |
| 2023-02-28 | Common Stock | M | 6365 | — | Acquired | 27565 | Indirect |
| 2023-02-28 | Common Stock | M | 1200 | — | Acquired | 28765 | Indirect |
| 2023-02-28 | Common Stock | M | 1652 | — | Acquired | 30417 | Indirect |
| 2023-02-28 | Common Stock | M | 1284 | — | Acquired | 31701 | Indirect |
| 2023-02-28 | Common Stock | M | 1108 | — | Acquired | 32809 | Indirect |
| 2023-02-28 | Common Stock | F | 4175 | $17.40 | Disposed | 28634 | Indirect |
Derivative Transactions
| Date | Security | Exercise Price | Code | Shares | A/D | Expiration | Underlying | Ownership |
|---|---|---|---|---|---|---|---|---|
| 2023-02-28 | 2020 Performance Shares | $ | M | 66919 | Disposed | Common Stock (66919) | Direct | |
| 2023-02-28 | Restricted Stock Units | $ | M | 7965 | Disposed | Common Stock (7965) | Direct | |
| 2023-02-28 | Restricted Stock Units | $ | M | 9474 | Disposed | Common Stock (9474) | Direct | |
| 2023-02-28 | Restricted Stock Units | $ | M | 7361 | Disposed | Common Stock (7361) | Direct | |
| 2023-02-28 | Restricted Stock Units | $ | M | 6650 | Disposed | Common Stock (6650) | Direct | |
| 2023-03-01 | Restricted Stock Units | $ | A | 35434 | Acquired | Common Stock (35434) | Direct | |
| 2023-02-28 | 2020 Performance Shares | $ | M | 6365 | Disposed | Common Stock (6365) | Indirect | |
| 2023-02-28 | Restricted Stock Units | $ | M | 1200 | Disposed | Common Stock (1200) | Indirect | |
| 2023-02-28 | Restricted Stock Units | $ | M | 1652 | Disposed | Common Stock (1652) | Indirect | |
| 2023-02-28 | Restricted Stock Units | $ | M | 1284 | Disposed | Common Stock (1284) | Indirect | |
| 2023-02-28 | Restricted Stock Units | $ | M | 1108 | Disposed | Common Stock (1108) | Indirect | |
| 2023-03-01 | Restricted Stock Units | $ | A | 5906 | Acquired | Common Stock (5906) | Indirect |
Holdings (Non-Derivative)
| Security | Shares | Ownership |
|---|---|---|
| Common Stock | 8790.09 | Indirect |
| Common Stock | 4282.28 | Indirect |
Footnotes
F1: Each 2020 Performance Share and restricted stock unit represents a contingent right to receive one share of the underlying common stock.
F2: Represents shares of common stock withheld to satisfy the reporting person's tax obligation upon the vesting of 2020 Performance Shares and 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, or the Issuer's 2020 Omnibus Incentive Compensation Plan, as applicable.
F3: Represents shares of common stock withheld to satisfy the reporting person's spouse's tax obligation upon the vesting of 2020 Performance Shares and restricted stock units and the corresponding acquisition of shares of common stock by the reporting person's spouse pursuant to the Issuer's 2001 Omnibus Incentive Compensation Plan (Amended and Restated as of May 4, 2010), as amended, or the Issuer's 2020 Omnibus Incentive Compensation Plan, as applicable.
F4: The 2020 Performance Shares vested on February 28, 2023. The corresponding shares of the Issuer's common stock were delivered to the reporting person as to the vested shares on March 1, 2023.
F5: The 2020 Performance Shares vested on February 28, 2023. The corresponding shares of the Issuer's common stock were delivered to the reporting person's spouse as to the vested shares on March 1, 2023.
F6: The restricted stock units vested as to 7,965 shares on February 28, 2023. The corresponding shares of the Issuer's common stock were delivered to the reporting person as to the vested shares on March 1, 2023.
F7: The restricted stock units vested as to 9,474 shares on February 28, 2023 and vest as to the remaining shares on February 29, 2024. The corresponding shares of the Issuer's common stock (a) were delivered to the reporting person as to the applicable vested shares on March 1, 2023 and (b) following vesting and unless delivered earlier following a termination of employment of the reporting person or a change in control of the Issuer, will be delivered to the reporting person on March 1, 2024.
F8: The restricted stock units vested as to 7,361 shares on February 28, 2023 and vest as to the remaining shares in two equal annual installments on each of February 29, 2024 and February 28, 2025. The corresponding shares of the Issuer's common stock (a) were delivered to the reporting person as to the applicable vested shares on March 1, 2023 and (b) following vesting and unless delivered earlier following a termination of employment of the reporting person or a change in control of the Issuer, will be delivered to the reporting person in two equal annual installments beginning on March 1, 2024.
F9: The restricted stock units vested as to 6,650 shares on February 28, 2023 and vest as to the remaining shares in three equal annual installments on each of February 29, 2024, February 28, 2025 and February 28, 2026. The corresponding shares of the Issuer's common stock (a) were delivered to the reporting person as to the applicable vested shares on March 1, 2023 and (b) following vesting and unless delivered earlier following a termination of employment of the reporting person or a change in control of the Issuer, will be delivered to the reporting person in three equal annual installments beginning on March 1, 2024.
F10: The restricted stock units vest in four equal annual installments on each of February 29, 2024, February 28, 2025, February 28, 2026 and February 28, 2027 and, unless delivered earlier following a termination of employment of the reporting person or a change in control of the Issuer, will be delivered to the reporting person in four equal annual installments beginning on March 1, 2024.
F11: The restricted stock units vested as to 1,200 shares on February 28, 2023. The corresponding shares of the Issuer's common stock were delivered to the reporting person's spouse as to the vested shares on March 1, 2023.
F12: The restricted stock units vested as to 1,652 shares on February 28, 2023 and vest as to the remaining shares on February 29, 2024. The corresponding shares of the Issuer's common stock (a) were delivered to the reporting person's spouse as to the applicable vested shares on March 1, 2023 and (b) following vesting and unless delivered earlier following a termination of employment of the reporting person's spouse or a change in control of the Issuer, will be delivered to the reporting person's spouse on March 1, 2024.
F13: The restricted stock units vested as to 1,284 shares on February 28, 2023 and vest as to the remaining shares in two equal annual installments on each of February 29, 2024 and February 28, 2025. The corresponding shares of the Issuer's common stock (a) were delivered to the reporting person's spouse as to the applicable vested shares on March 1, 2023 and (b) following vesting and unless delivered earlier following a termination of employment of the reporting person's spouse or a change in control of the Issuer, will be delivered to the reporting person's spouse in two equal annual installments beginning on March 1, 2024.
F14: The restricted stock units vested as to 1,108 shares on February 28, 2023 and vest as to the remaining shares in three equal annual installments on each of February 29, 2024, February 28, 2025 and February 28, 2026. The corresponding shares of the Issuer's common stock (a) were delivered to the reporting person's spouse as to the applicable vested shares on March 1, 2023 and (b) following vesting and unless delivered earlier following a termination of employment of the reporting person's spouse or a change in control of the Issuer, will be delivered to the reporting person's spouse in three equal annual installments beginning on March 1, 2024.
F15: The restricted stock units vest in four equal annual installments on each of February 29, 2024, February 28, 2025, February 28, 2026 and February 28, 2027 and, unless delivered earlier following a termination of employment of the reporting person's spouse or a change in control of the Issuer, will be delivered to the reporting person's spouse in four equal annual installments beginning on March 1, 2024.