4//SEC Filing
MEDIA GENERAL INC 4
Accession 0001140361-17-002072
CIK 0000216539operating
Filed
Jan 17, 7:00 PM ET
Accepted
Jan 18, 10:13 AM ET
Size
22.3 KB
Accession
0001140361-17-002072
Insider Transaction Report
Form 4
Sadusky Vincent L
DirectorPresident and CEO
Transactions
- Disposition to Issuer
Voting Common Stock (no par value)
2017-01-17−841,459→ 0 total - Disposition to Issuer
Employee Stock Option (right to buy)
2017-01-17−166,967→ 0 totalExercise: $4.49Exp: 2022-12-06→ Voting Common Stock (no par value) (166,967 underlying) - Disposition to Issuer
Employee Stock Option (right to buy)
2017-01-17−104,248→ 0 totalExercise: $2.46Exp: 2021-12-08→ Voting Common Stock (no par value) (104,248 underlying) - Disposition to Issuer
Performance-Based Restricted Stock Units
2017-01-17−151,300→ 0 totalExercise: $0.00→ Voting Common Stock (no par value) (151,300 underlying) - Disposition to Issuer
Time-Based Restricted Stock Units
2017-01-17−50,433→ 0 totalExercise: $0.00→ Voting Common Stock (no par value) (50,433 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 a LIN Media LLC equity incentive plan and were fully exercisable.
- [F4]Of these 151,300 Performance-Based Restricted Stock Units granted under the Media General Amended and Restated Long-Term Incentive Plan, 50,433 and 100,867 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 50,433 Time-Based Restricted Stock Units granted under the Media General Amended and Restated Long-Term Incentive Plan, 16,811 and 33,622 were scheduled to vest on February 26, 2017 and February 26, 2018, respectively.
Documents
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, 10:13 AM ET
- Size
- 22.3 KB