| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | MDP | Common Stock ($1 par value) | Disposed to Issuer | -24.7K | -100% | 0 | Dec 1, 2021 | Direct | F1 | ||
| transaction | MDP | Common Stock ($1 par value) | Disposed to Issuer | -2.01K | -100% | 0 | Dec 1, 2021 | 401(k) | F1 |
| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | MDP | Class B Common Stock ($1 par value) | Disposed to Issuer | -2.16M | -100% | 0 | Dec 1, 2021 | Common Stock | 2.16M | Direct | F1, F2 | |||
| transaction | MDP | Non-Qualified Stock Option (right to buy) | Disposed to Issuer | -4.06K | -100% | 0 | Dec 1, 2021 | Common Stock | 4.06K | $15.03 | Direct | F2, F3 | ||
| transaction | MDP | Non-Qualified Stock Option (right to buy) | Disposed to Issuer | -3.91K | -100% | 0 | Dec 1, 2021 | Common Stock | 3.91K | $14.71 | Direct | F2, F3 | ||
| transaction | MDP | Non-Qualified Stock Option (right to buy) | Disposed to Issuer | -4.39K | -100% | 0 | Dec 1, 2021 | Common Stock | 4.39K | $13.50 | Direct | F2, F3 | ||
| transaction | MDP | Non-Qualified Stock Option (right to buy) | Disposed to Issuer | -5.69K | -100% | 0 | Dec 1, 2021 | Common Stock | 5.69K | $13.69 | Direct | F2, F3 | ||
| transaction | MDP | Non-Qualified Stock Option (right to buy) | Disposed to Issuer | -5.94K | -100% | 0 | Dec 1, 2021 | Common Stock | 5.94K | $14.94 | Direct | F2, F3 | ||
| transaction | MDP | Non-Qualified Stock Option (right to buy) | Disposed to Issuer | -4.7K | -100% | 0 | Dec 1, 2021 | Common Stock | 4.7K | $16.86 | Direct | F2, F3 | ||
| transaction | MDP | Non-Qualified Stock Option (right to buy) | Disposed to Issuer | -8.16K | -100% | 0 | Dec 1, 2021 | Common Stock | 8.16K | $10.17 | Direct | F2, F3 | ||
| transaction | MDP | Non-Qualified Stock Option (right to buy) | Disposed to Issuer | -11.7K | -100% | 0 | Dec 1, 2021 | Common Stock | 11.7K | $4.57 | Direct | F2, F3 |
Meredith Frazier is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.
| Id | Content |
|---|---|
| F1 | In connection with the closing of the previously announced acquisition by Gray Television, Inc. ("Gray") of the issuer's local media group business immediately following and subject to the spin-off of the issuer's digital and magazine segments and corporate operations (collectively, the "Transactions") and as described in the issuer's definitive proxy statement filed with the Securities and Exchange Commission on November 8, 2021 (the "Proxy Statement"), each share of Common Stock and Class B Common Stock was exchanged for (i) $16.99 in cash per share and (ii) shares of Common Stock and Class B Common Stock, respectively, of Meredith Holdings Corporation on a one-for-one basis. |
| F2 | In connection with the Transactions and as described in the Proxy Statement, the exercise price of this option was adjusted, which adjusted exercise price is reported in column 2 above, and this option was canceled in exchange for (i) a cash amount equal to the excess, if any, of $16.99 per share less the adjusted exercise price and (ii) a stock option of Meredith Holdings Corporation with respect to an equal number of shares subject to this option. |
| F3 | Pursuant to their original terms, the options were convertible to Common Stock on a one-for-one basis one-third per year over a three-year period beginning on the first anniversary of the grant date until completed on the third anniversary of the grant. |