Form Type: 4

SEC EDGAR Link
Accession Number:0000925421-20-000010
Date:2019-12-31
Issuer: TEGNA INC (TGNA)
Original Submission Date:

Reporting Person:

LOUGEE DAVID T
C/O TEGNA INC.
8350 BROAD STREET, SUITE 2000 TYSONS, VA 22102

Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
Title of SecurityTransaction Date2a. Deemed Execution Date Transaction CodeSharesAcquired or DisposedPrice per share 5. Amount of Securities Beneficially Owned Following Reported Transaction 6. Ownership Form Direct or IndirectNature of Indirect Ownership
COMMON STOCK 2019-12-31 M 34,471 a $0.00 243,083 direct
COMMON STOCK 2019-12-31 M 10,685 a $0.00 253,768 direct
COMMON STOCK 2019-12-31 M 7,273 a $0.00 261,041 direct
COMMON STOCK 2019-12-31 F 23,041 d $16.69 238,000 direct
COMMON STOCK 0 $0.00 3,908 indirect
Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, convertible securities
Title of Derivative Security Conversion or Exercise Price of Derivative Security Transaction Date Deemed Execution Date Transaction Code Number of Derivative Securities Acquired (A) or Disposed of (D) Date ExercisableExpiration Date Title and Amount of Securities Underlying Derivative Security Price of Derivative Security Number of derivative Securities Beneficially Owned Following Reported Transaction(s) Ownership Form: Direct (D) or Indirect (I) Nature of Indirect Beneficial Ownership
RESTRICTED STOCK UNITS 0.0 2019-12-31 deemed execution date M 34,471 (d) common stock 34,471 $0.00 0 direct
RESTRICTED STOCK UNITS 0.0 2019-12-31 deemed execution date M 10,685 (d) common stock 10,685 $0.00 10,685 direct
RESTRICTED STOCK UNITS 0.0 2019-12-31 deemed execution date M 7,273 (d) common stock 7,273 $0.00 7,273 direct
Footnotes
IDfootnote
f1 each 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 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.
f3 the grant of restricted stock units was previously reported as 21,744 restricted stock units representing a contingent right to receive 21,744 shares of common stock of the issuer, but was adjusted to reflect a grant of 34,471 restricted stock units representing a contingent right to receive 34,471 shares of common stock of the issuer following the completion of the previously-announced spin-off of the issuer's automotive marketplace business on may 31, 2017.
f4 the restricted stock units vested in four equal annual installments beginning on december 31, 2016. the vested shares were delivered to the reporting person on december 31, 2019.
f5 the restricted stock units underlying the grant (i) vested as to 25% of the grant on each of december 31, 2017, december 31, 2018 and december 31, 2019, and (ii) will vest as to the remaining restricted stock units on december 31, 2020. the corresponding shares of the issuer's common stock (a) were delivered to the reporting person as to the applicable vested shares on each of january 2, 2018, january 2, 2019 and january 2, 2020, and (b) following vesting and unless delivered earlier following a change in control of the issuer, will be delivered to the reporting person on january 2, 2021.

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