Cox Thomas R. 4
4 · TEGNA INC · Filed Mar 3, 2026
Research Summary
AI-generated summary of this filing
TEGNA (TGNA) SVP Thomas R. Cox Exercises 16,610.98 Shares; Withholds 5,739.96
What Happened Thomas R. Cox, SVP and Chief Growth Officer of TEGNA Inc. (TGNA), had 16,610.976 2023 performance-share units vest and convert to common stock on Feb 27, 2026. To satisfy tax withholding on the vesting, 5,739.958 shares were withheld and treated as disposed at $20.95 per share, totaling $120,252. The vested shares were delivered to Cox on March 2, 2026. Separately, on March 1, 2026 Cox received a grant of 88,563 restricted stock units (RSUs) (no cash exchanged).
Key Details
- Transaction dates: Performance shares vested/converted Feb 27, 2026; RSU grant dated Mar 1, 2026; shares delivered Mar 2, 2026; Form 4 filed Mar 3, 2026.
- Vesting/conversion: 16,610.976 performance shares converted to common stock (derivative exercise/conversion).
- Tax withholding (routine): 5,739.958 shares withheld at $20.95/share = $120,252 (reported as disposition to cover taxes).
- New award: 88,563 RSUs granted on Mar 1, 2026 (no cash value reported at grant on Form 4).
- Shares owned after transaction: Not specified in this filing.
- Filing timeliness: Filed on Mar 3, 2026 for a Feb 27, 2026 vesting — appears timely (within Form 4 reporting window).
- Relevant footnotes: F1–F3 describe that each performance share/RSU converts to one common share; the 2023 performance shares vested Feb 27 and were delivered Mar 2; F4 gives the RSU vesting schedule (four equal annual installments beginning Mar 1, 2027, unless accelerated).
Context This was not an open-market purchase or sale for investment purposes but the vesting/conversion of previously awarded performance shares and a routine tax-withholding event (common “cashless” withholding). The RSU grant is a forward-looking compensation award that vests annually 2027–2030 and does not by itself indicate an immediate market buy or sell.
Insider Transaction Report
- Exercise/Conversion
Common Stock
[F1]2026-02-27+16,610.976→ 147,620.979 total - Tax Payment
Common Stock
[F2]2026-02-27$20.95/sh−5,739.958$120,252→ 141,881.021 total - Exercise/Conversion
2023 Performance Shares
[F1][F3]2026-02-27−16,610.976→ 0 total→ Common Stock (16,610.976 underlying) - Award
Restricted Stock Units
[F1][F4]2026-03-01+88,563→ 88,563 total→ Common Stock (88,563 underlying)
- 11,354.26(indirect: By 401(k))
Common Stock
Footnotes (4)
- [F1]Each 2023 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 2023 Performance Shares and the corresponding acquisition of shares of common stock by the reporting person pursuant to the Issuer's 2020 Omnibus Incentive Compensation Plan.
- [F3]The 2023 Performance Shares vested on February 27, 2026. The corresponding shares of the Issuer's common stock were delivered to the reporting person as to the vested shares on March 2, 2026.
- [F4]The restricted stock units vest in four equal annual installments on each of February 28, 2027, February 29, 2028, February 28, 2029 and February 28, 2030 and, unless delivered earlier following a termination of employment of the reporting person or a change in control of the Issuer, will be delivered to the reporting person in four equal annual installments beginning on March 1, 2027.