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4//SEC Filing

MEDIA GENERAL INC 4

Accession 0001140361-17-002070

CIK 0000216539operating

Filed

Jan 17, 7:00 PM ET

Accepted

Jan 18, 10:12 AM ET

Size

30.8 KB

Accession

0001140361-17-002070

Insider Transaction Report

Form 4
Period: 2017-01-17
Woodward James F
Vice President
Transactions
  • Disposition to Issuer

    Voting Common Stock (no par value)

    2017-01-1732,0140 total
  • Disposition to Issuer

    Employee Stock Option (right to buy)

    2017-01-175,0000 total
    Exercise: $2.16Exp: 2019-01-29Voting Common Stock (no par value) (5,000 underlying)
  • Disposition to Issuer

    Employee Stock Option (right to buy)

    2017-01-1711,1000 total
    Exercise: $4.98Exp: 2022-01-26Voting Common Stock (no par value) (11,100 underlying)
  • Disposition to Issuer

    Time-Based Restricted Stock Units

    2017-01-175,6040 total
    Exercise: $0.00Voting Common Stock (no par value) (5,604 underlying)
  • Disposition to Issuer

    Performance-Based Restricted Stock Units

    2017-01-1716,8120 total
    Exercise: $0.00Voting Common Stock (no par value) (16,812 underlying)
  • Disposition to Issuer

    Employee Stock Option (right to buy)

    2017-01-175,0000 total
    Exercise: $8.90Exp: 2020-01-28Voting Common Stock (no par value) (5,000 underlying)
  • Disposition to Issuer

    Employee Stock Option (right to buy)

    2017-01-172,4000 total
    Exercise: $20.30Exp: 2018-01-29Voting Common Stock (no par value) (2,400 underlying)
  • Disposition to Issuer

    Employee Stock Option (right to buy)

    2017-01-174,9000 total
    Exercise: $5.20Exp: 2021-01-27Voting Common Stock (no par value) (4,900 underlying)
  • Disposition to Issuer

    Employee Stock Option (right to buy)

    2017-01-1716,0000 total
    Exercise: $4.26Exp: 2023-01-31Voting Common Stock (no par value) (16,000 underlying)
Footnotes (5)
  • [F1]On January 17, 2017, Media General, Inc. ("Media General") and Nexstar Broadcasting Group, Inc. ("Nexstar") consummated a business transaction (the "Merger") which resulted in Media General merging with a wholly owned subsidiary of Nexstar and Media General ultimately surviving as a wholly owned subsidiary of Nexstar. Pursuant to the Merger, each outstanding share of voting common stock, no par value per share, of Media General (the "Voting Common Stock"), was converted into the right to receive (x) $10.55 in cash, without interest, (y) one contractual contingent value right to be issued by Nexstar (a "CVR") and (z) 0.1249 of a share of Nexstar Class A common stock (together, the "Merger Consideration").
  • [F2]Each equity and equity-based award (other than stock options) granted pursuant to Media General's plans that was outstanding immediately prior to the Merger was cancelled and converted into the right to receive the Merger Consideration with respect to each share of Voting Common Stock underlying such award. Each stock option granted pursuant to Media General's plans that was outstanding immediately prior to the Merger was converted into the right to receive, with respect to each share of Voting Common Stock underlying such option, (i) an option to acquire shares of Nexstar Class A common stock (with the number of shares and the per-share exercise price being determined in accordance with the exchange ratio set forth in the merger agreement) and (ii) a CVR.
  • [F3]These options were granted under the Media General Amended and Restated Long-Term Incentive Plan and were fully exercisable.
  • [F4]Of these 16,812 Performance-Based Restricted Stock Units granted under the Media General Amended and Restated Long-Term Incentive Plan, 5,603 and 11,209 were scheduled to vest on February 26, 2017 and February 26, 2018, respectively, contingent upon achievement of performance metrics designated by the Compensation Committee of the Board of Directors at the beginning of each year.
  • [F5]Of these 5,604 Time-Based Restricted Stock Units granted under the Media General Amended and Restated Long-Term Incentive Plan, 1,868 and 3,736 were scheduled to vest on February 26, 2017 and February 26, 2018, respectively.

Issuer

MEDIA GENERAL INC

CIK 0000216539

Entity typeoperating
IncorporatedVA

Related Parties

1
  • filerCIK 0000216539

Filing Metadata

Form type
4
Filed
Jan 17, 7:00 PM ET
Accepted
Jan 18, 10:12 AM ET
Size
30.8 KB