Lynn B. Trelstad - 28 Feb 2025 Form 4 Insider Report for TEGNA INC (TGNA)

Signature
/s/ Marc S. Sher, attorney-in-fact
Issuer symbol
TGNA
Transactions as of
28 Feb 2025
Net transactions value
-$518,139
Form type
4
Filing time
04 Mar 2025, 17:25:32 UTC
Previous filing
13 Feb 2025
Next filing
12 Mar 2025

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction TGNA Common Stock Options Exercise +24,456 +16% 179,073 28 Feb 2025 Direct F1
transaction TGNA Common Stock Options Exercise +7,361 +4.1% 186,434 28 Feb 2025 Direct F1
transaction TGNA Common Stock Options Exercise +6,651 +3.6% 193,085 28 Feb 2025 Direct F1
transaction TGNA Common Stock Options Exercise +8,858 +4.6% 201,943 28 Feb 2025 Direct F1
transaction TGNA Common Stock Options Exercise +15,214 +7.5% 217,157 28 Feb 2025 Direct F1
transaction TGNA Common Stock Tax liability $504,588 -27,725 -13% $18.20 189,433 28 Feb 2025 Direct F2
transaction TGNA Common Stock Options Exercise +2,161 +6.9% 33,600 28 Feb 2025 By Spouse F1
transaction TGNA Common Stock Tax liability $13,551 -745 -2.2% $18.20 32,855 28 Feb 2025 By Spouse F3
holding TGNA Common Stock 10,900 28 Feb 2025 By 401(k) Plan
holding TGNA Common Stock 6,223 28 Feb 2025 By Spouse through 401(k) Plan

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 TGNA 2022 Performance Shares Options Exercise $0 -24,456 -100% $0.000000 0 28 Feb 2025 Common Stock 24,456 Direct F1, F4
transaction TGNA Restricted Stock Units Options Exercise $0 -7,361 -100% $0.000000 0 28 Feb 2025 Common Stock 7,361 Direct F1, F6
transaction TGNA Restricted Stock Units Options Exercise $0 -6,651 -50% $0.000000 6,651 28 Feb 2025 Common Stock 6,651 Direct F1, F7, F10
transaction TGNA Restricted Stock Units Options Exercise $0 -8,858 -33% $0.000000 17,717 28 Feb 2025 Common Stock 8,858 Direct F1, F8, F10
transaction TGNA Restricted Stock Units Options Exercise $0 -15,214 -25% $0.000000 45,644 28 Feb 2025 Common Stock 15,214 Direct F1, F9, F10
transaction TGNA 2022 Performance Shares Options Exercise $0 -2,161 -100% $0.000000 0 28 Feb 2025 Common Stock 2,161 By Spouse F1, F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Each 2022 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 2022 Performance Shares and restricted stock units and the corresponding acquisition of shares of common stock by the reporting person pursuant to the Issuer's 2020 Omnibus Incentive Compensation Plan.
F3 Represents shares of common stock withheld to satisfy the reporting person's spouse's tax obligation upon the vesting of 2022 Performance Shares and the corresponding acquisition of shares of common stock by the reporting person's spouse pursuant to the Issuer's 2020 Omnibus Incentive Compensation Plan.
F4 The 2022 Performance Shares vested on February 28, 2025. The corresponding shares of the Issuer's common stock were delivered to the reporting person as to the vested shares on March 1, 2025.
F5 The 2022 Performance Shares vested on February 28, 2025. 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, 2025. The amount reported represents a prorated number of 2022 Performance Shares that were delivered in light of the reporting person's spouse's retirement from the registrant on January 31, 2025.
F6 The restricted stock units vested as to 7,361 shares on February 28, 2025. The corresponding shares of the Issuer's common stock were delivered to the reporting person as to the vested shares on March 1, 2025.
F7 The restricted stock units vested as to 6,651 shares on February 28, 2025 and vest as to the remaining shares on February 28, 2026, except as otherwise described in footnote 10. 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, 2025 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, are expected to be delivered to the reporting person as set forth in footnote 10.
F8 The restricted stock units vested as to 8,858 shares on February 28, 2025 and vest as to the remaining shares in two equal annual installments on each of February 28, 2026 and February 28, 2027, except as otherwise described in footnote 10. 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, 2025 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, are expected to be delivered to the reporting person as set forth in footnote 10.
F9 The restricted stock units vested as to 15,214.500 shares on February 28, 2025 and vest as to the remaining shares in three equal annual installments on each of February 28, 2026, February 28, 2027 and February 29, 2028, except as otherwise described in footnote 10. 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, 2025 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, are expected to be delivered to the reporting person as set forth in footnote 10.
F10 As previously reported, the reporting person's employment with the Issuer is expected to terminate on or before August 31, 2025 as a result of the elimination of the reporting person's position by the Issuer. Upon such a termination, the number of restricted stock units that are scheduled to vest on February 28, 2026, February 28, 2027 and February 29, 2028 will be prorated pursuant to the terms of the applicable award agreements, and the corresponding shares of the Issuer's common stock will be delivered following the termination date.