USA TODAY (TDAY) CEO Reed Michael Receives RSUs; Shares Withheld

What Happened

• Reed Michael, CEO of USA TODAY Co. (TDAY), had RSUs vest on Aug 5–6, 2026. A total of 233,283 restricted stock units converted to shares (119,904 on 8/5 and 113,379 on 8/6).
• To satisfy tax withholding, 61,211 shares were withheld on 8/5 at $8.66/share ($530,087) and 57,880 shares were withheld on 8/6 at $8.00/share ($463,040), totaling $993,127 in withholding. Net shares retained after withholding were approximately 114,192.
• These were vesting/award transactions (not open-market sales or purchases); the filings show conversion of RSUs to common stock with shares withheld to cover tax obligations.

Key Details

• Transaction dates: Aug 5, 2026 (119,904 RSUs vest; 61,211 shares withheld at $8.66) and Aug 6, 2026 (113,379 RSUs vest; 57,880 shares withheld at $8.00).
• Codes: M = exercise/conversion of derivative (RSU conversion); F = payment of tax liability (shares withheld).
• Shares owned after transaction: Not disclosed in the provided filing.
• Footnotes: F1–F4 indicate these are RSUs (one RSU = right to one share) and describe multi-year vesting schedules (one‑third vested on the listed dates, with remaining thirds vesting on future anniversaries).
• Filing date: Aug 7, 2026 (filed within two days of the transactions).

Context

• This was a routine vesting of restricted stock units with a cashless-like withholding to cover taxes — a common administrative action and not a directional purchase or sale by the insider.
• The RSU grants have staggered vesting (per footnotes), so additional shares may vest on future anniversaries.