Michael Reed - 31 Dec 2023 Form 4 Insider Report for Gannett Co., Inc. (GCI)

Role: Chief Executive Officer, Director
Signature: /s/ Polly Grunfeld Sack, Attorney-in-Fact for Michael Reed
Issuer symbol: GCI
Transactions as of: 31 Dec 2023
Net transactions value: -$126,031
Form type: 4
Filing time: 03 Jan 2024, 16:23:40 UTC
Previous filing: 06 Nov 2023
Next filing: 26 Mar 2024
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	GCI	Common Stock	Options Exercise	$0	+152,000	+4.6%	$0.000000	3,456,323	31 Dec 2023	Direct	F1
transaction	GCI	Common Stock	Tax liability	$126,031	-54,796	-1.6%	$2.30	3,401,527	31 Dec 2023	Direct	F2

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	GCI	Restricted Stock Units	Options Exercise	$0	+152,000		$0.000000^*	0	31 Dec 2023	Common Stock	152,000	$0.000000	Direct	F3

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Each restricted stock unit represents a contingent right to receive one share of the underlying common stock.
F2	Shares withheld to cover tax withholding obligations on the vesting of restricted stock units.
F3	Subject to the terms of the applicable award agreement, 152,000 shares of common stock underlying the performance-based restricted stock units vested on December 31, 2023, upon the achievement of specified stock price goals (ranging from $4.00 per share to $10.00 per share, based on a 20 consecutive trading day average).