LEE ENTERPRISES, Inc·4/A

Feb 6, 6:31 PM ET

Millage Timothy R. 4/A

4/A · LEE ENTERPRISES, Inc · Filed Feb 6, 2026

Research Summary

AI-generated summary of this filing

Updated

Lee Enterprises CFO Timothy Millage Withholds 4,055 Shares for Taxes

What Happened
Timothy R. Millage, Vice President, Chief Financial Officer and Treasurer of Lee Enterprises (LEE), had 4,055 shares withheld on February 3, 2026 to satisfy tax withholding related to vested restricted stock (4,055 shares × $5.46 = $22,140). The filing also reports prior grants on March 11, 2025 of 5,203 and 6,364 derivative shares (restricted stock awards / performance rights) issued at $0 (these are awards, not open-market purchases).

Key Details

  • Transactions reported:
    • 2026-02-03: Tax withholding (Form 4 code F) — 4,055 shares withheld at $5.46/sh, total $22,140 (deemed disposition back to LEE).
    • 2025-03-11: Awards/grants (Form 4 code A) — 5,203 and 6,364 derivative shares granted at $0 (restricted stock & performance rights).
  • Filing status: This is an AMENDED Form 4 filed 2026-02-06 correcting a scrivener's error in a prior filing (the prior Form 4 understated direct beneficial ownership by 8,066 shares — footnote F2).
  • Notable footnotes:
    • F1: Withholding occurred on vesting of previously granted restricted stock (routine tax withholding).
    • F3–F5: Awards were approved by the exec comp committee Dec 16, 2024, shareholder-approved Feb 27, 2025, registered on Form S-8 Mar 11, 2025; options vest in three equal annual installments beginning Dec 16, 2025; performance rights vest on expiration if performance criteria are met.
  • Shares owned after transaction: Not specified in the excerpt; the amendment corrected an understatement by 8,066 shares.

Context

  • The 4,055-share disposition was a tax-withholding action tied to vesting of restricted stock (routine and not the same as an open-market sale). Such withholding is common and typically not a directional signal about the insider's view of the company.
  • The March 2025 entries are grant/award disclosures for derivative awards (restricted stock and performance rights); they show future upside is tied to vesting and performance conditions rather than an immediate purchase.

Insider Transaction Report

Form 4/AAmendedExit
Period: 2026-02-03
Millage Timothy R.
V.P., CFO and Treasurer
Transactions
  • Tax Payment

    Common Stock

    [F1][F2]
    2026-02-03$5.46/sh4,055$22,14030,186 total
  • Award

    Employee Stock Option (Right to Buy)

    [F3][F4]
    2025-03-11+5,2035,203 total
    Exercise: $16.36Exp: 2034-12-15Common Stock (5,203 underlying)
  • Award

    Performance Rights

    [F5][F3]
    2025-03-11+6,3646,364 total
    Exp: 2027-09-26Common Stock (6,364 underlying)
Footnotes (5)
  • [F1]Exercise of tax withholding right in connection with vesting of previously granted (and reported) restricted stock resulting in a deemed disposition of the withheld shares back to LEE.
  • [F2]On February 5, 2026, the Reporting Person filed a Form 4 that contained a scrivener's error that resulted in the number of shares beneficially owned directly by the Reporting Person to be understated by 8,066 shares. This Amendment corrects the error.
  • [F3]The grant of restricted stock awards, stock options, and performance shares were approved by the executive compensation committee of LEE's board of directors on December 16, 2024, subject to shareholder approval of the First Amendment to the 2020 Long-Term Incentive Plan ("Amendment") under which the awards were granted and the subsequent filing of LEE's Registration Statement on Form S-8 registering the additional shares authorized under the Amendment. LEE's shareholders approved the Amendment on February 27, 2025, and the Form S-8 was filed with the Securities and Exchange Commission on March 11, 2025.
  • [F4]The option vests in three equal annual installments beginning on December 16, 2025.
  • [F5]Each performance right represents a contingent right to receive one share of LEE common stock. The performance rights vest on the expiration date and upon the satisfaction of certain performance criteria of LEE's common stock.
Signature
/s/Timothy B. Gulbranson, Limited POA, Attorney-in-Fact|2026-02-06

Documents

1 file
  • 4
    form4.xml