TEGNA INC·4

Mar 3, 5:41 PM ET

Heskett Julie 4

4 · TEGNA INC · Filed Mar 3, 2026

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TEGNA (TGNA) CFO Julie Heskett Exercises Performance Shares; RSUs Awarded

What Happened

  • Julie Heskett, SVP and Chief Financial Officer of TEGNA, had her 2023 performance shares vest and convert into 12,080.934 shares on Feb 27, 2026. To satisfy tax withholding, 3,883.102 of those shares were withheld (reported as disposed) at a value of $20.95 per share, totaling $81,351. Separately, on Mar 1, 2026 she was granted 75,911 restricted stock units (RSUs) (reported as an award at $0.00).

Key Details

  • Transaction dates: performance shares vested/exercised on 2026-02-27; tax-withholding share surrender reported same date; RSU grant reported 2026-03-01 (shares delivered for vested performance shares were noted as delivered on 2026-03-02).
  • Prices/values: tax withholding: 3,883.102 shares × $20.95 = $81,351. Exercise/conversion entries for the performance shares and the RSU grant are reported at $0.00 (derivative conversion/award).
  • Shares owned after transaction: not specified in the provided filing excerpt.
  • Footnotes: (1) Each 2023 Performance Share converts to one common share. (2) The 3,883.102 shares were withheld to satisfy the reporting person's tax obligation on vesting. (3) The 2023 Performance Shares vested on Feb 27, 2026; corresponding common shares were delivered Mar 2, 2026. (4) The 75,911 RSUs vest in four equal annual installments starting Feb 28, 2027 (delivery beginning Mar 1, 2027), unless accelerated by termination or change in control.
  • Filing timeliness: no explicit late-filing flag was provided in the information you supplied.

Context

  • This was not an open-market sale: the activity reflects vested performance shares converting to stock and routine withholding of a portion of those shares to cover taxes (F-code withholding), plus the grant of RSUs that vest over future years. Such withholding is standard and does not necessarily signal a decision to sell shares on the market.

Insider Transaction Report

Form 4
Period: 2026-02-27
Heskett Julie
SVP and CFO
Transactions
  • Exercise/Conversion

    Common Stock

    [F1]
    2026-02-27+12,080.934121,110.876 total
  • Tax Payment

    Common Stock

    [F2]
    2026-02-27$20.95/sh3,883.102$81,351117,227.774 total
  • Exercise/Conversion

    2023 Performance Shares

    [F1][F3]
    2026-02-2712,080.9340 total
    Common Stock (12,080.934 underlying)
  • Award

    Restricted Stock Units

    [F1][F4]
    2026-03-01+75,91175,911 total
    Common Stock (75,911 underlying)
Holdings
  • Common Stock

    (indirect: By 401(k))
    10,590.27
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.
Signature
/s/ Marc S. Sher, attorney-in-fact|2026-03-03

Documents

1 file
  • 4
    marketforms-72397.xmlPrimary

    PRIMARY DOCUMENT