Home/Filings/4/A/0001140361-20-004674
4/A//SEC Filing

ENGEL ALISON K 4/A

Accession 0001140361-20-004674

CIK 0001579684other

Filed

Mar 2, 7:00 PM ET

Accepted

Mar 3, 4:46 PM ET

Size

27.4 KB

Accession

0001140361-20-004674

Insider Transaction Report

Form 4/AAmended
Period: 2019-11-19
ENGEL ALISON K
Chief Financial Officer
Transactions
  • Award

    Phantom Stock

    2019-11-19+7,4417,441 total
    Common Stock (7,441 underlying)
  • Award

    Restricted Stock Units

    2019-11-19+36,74536,745 total
    Common Stock (36,745 underlying)
  • Award

    Restricted Stock Units

    2019-11-19+204,733204,733 total
    Common Stock (204,733 underlying)
  • Award

    Restricted Stock Units

    2019-11-19+64,89964,899 total
    Common Stock (64,899 underlying)
  • Award

    Common Stock

    2019-11-19+52,61952,619 total
  • Award

    Restricted Stock Units

    2019-11-19+7,6477,647 total
    Common Stock (7,647 underlying)
  • Award

    Restricted Stock Units

    2019-11-19+56,35156,351 total
    Common Stock (56,351 underlying)
  • Award

    Common Stock

    2019-11-19+2,7542,754 total(indirect: By 401(k))
  • Award

    Restricted Stock Units

    2019-11-19+31,31931,319 total
    Common Stock (31,319 underlying)
  • Award

    Restricted Stock Units

    2019-11-19+86,53186,531 total
    Common Stock (86,531 underlying)
Footnotes (9)
  • [F1]Pursuant to the Agreement and Plan of Merger, dated as of August 5, 2019 (the "Merger Agreement"), among New Media Investment Group Inc. (now known as Gannett Co., Inc.) (the "Company"), Gannett Co., Inc. (now known as Gannett Media Corp.) ("Old Gannett"), Arctic Holdings LLC (now known as Gannett Holdings LLC) and Arctic Acquisition Corp. ("Merger Sub"), Merger Sub was merged with and into Old Gannett on November 19, 2019 (the "Merger"), and each share of Old Gannett common stock was converted into the right to receive $6.25 in cash, without interest, and 0.5427 of a share of Company common stock having a market value of $6.28 per share on the effective date of the Merger, plus cash in lieu of any fractional shares.
  • [F2]Assumed by the Company in connection with the Merger. Formerly represented unvested Old Gannett time-based restricted stock units for 5,339 shares of Old Gannett common stock. Each restricted stock unit represents a contingent right to receive one share of Company common stock. By their terms, the restricted stock units are scheduled to vest on December 31, 2019.
  • [F3]Assumed by the Company in connection with the Merger. Formerly represented unvested Old Gannett time-based restricted stock units for 21,865 shares of Old Gannett common stock. Each restricted stock unit represents a contingent right to receive one share of Company common stock. By their terms, the restricted stock units are scheduled to vest in two equal installments on December 31, 2019 and 2020.
  • [F4]Assumed by the Company in connection with the Merger. Formerly represented unvested Old Gannett time-based restricted stock units for 25,653 shares of Old Gannett common stock. Each restricted stock unit represents a contingent right to receive one share of Company common stock. By their terms, the restricted stock units are scheduled to vest in two equal installments on January 1, 2020 and 2021.
  • [F5]Assumed by the Company in connection with the Merger. Formerly represented unvested Old Gannett time-based restricted stock units for 60,410 shares of Old Gannett common stock. Each restricted stock unit represents a contingent right to receive one share of Company common stock. By their terms, the restricted stock units are scheduled to vest in three equal installments on January 1, 2020, 2021 and 2022.
  • [F6]Assumed by the Company in connection with the Merger. Formerly represented unvested Old Gannett performance-based restricted stock units for 142,930 shares of Old Gannett common stock. Each restricted stock unit represents a contingent right to receive one share of Company common stock. By their terms, the restricted stock units are scheduled to vest on December 31, 2019.
  • [F7]Assumed by the Company in connection with the Merger. Formerly represented unvested Old Gannett performance-based restricted stock units for 39,340 shares of Old Gannett common stock. Each restricted stock unit represents a contingent right to receive one share of Company common stock. By their terms, the restricted stock units are scheduled to vest on January 1, 2020.
  • [F8]Assumed by the Company in connection with the Merger. Formerly represented unvested Old Gannett performance-based restricted stock units for 45,308 shares of Old Gannett common stock. Each restricted stock unit represents a contingent right to receive one share of Company common stock. By their terms, the restricted stock units are scheduled to vest on January 1, 2021.
  • [F9]Pursuant to Old Gannett's 2015 Deferred Compensation Plan, in connection with the Merger, each Old Gannett phantom share representing the economic value of one share of Old Gannett common stock was converted into the right to receive $6.25 cash, which was reinvested in other funds pursuant to Old Gannett's 2015 Deferred Compensation Plan, and 0.5427 of a Company phantom share representing the economic value of the same number of shares of Company common stock.

Documents

1 file

Issuer

Gannett Co., Inc.

CIK 0001579684

Entity typeother

Related Parties

1
  • filerCIK 0001417341

Filing Metadata

Form type
4/A
Filed
Mar 2, 7:00 PM ET
Accepted
Mar 3, 4:46 PM ET
Size
27.4 KB