USA TODAY (TDAY) CEO Reed Michael Receives RSU Award

What Happened

• Reed Michael, CEO of USA TODAY Co. (TDAY), was granted 383,771 restricted stock units (RSUs) on August 11, 2026. The RSUs were reported at $0.00 per share (derivative award), representing a contingent right to receive that many shares if and when the RSUs vest and are settled. This is a compensation award rather than a market purchase or sale.

Key Details

• Transaction date: 2026-08-11; Form 4 filed: 2026-08-12 (appears timely).
• Transaction type: Grant/Award of RSUs (Derivative, code A); reported acquisition price $0.00.
• Number of RSUs granted: 383,771.
• Shares owned after transaction: Not specified in the provided filing details.
• Plan and exemption: Granted under the Issuer's 2023 Stock Incentive Plan, exempt under Rule 16b-3.
• Vesting notes (from filing):
  • Each RSU equals a contingent right to one share.
  • RSUs generally vest one‑third on each of the first, second and third anniversaries of the grant.
  • Footnotes indicate portions of the grant vested on Aug 5–6, 2025 and Aug 5–6, 2026, with the remaining one‑third to vest on the third anniversary of the grant date.

Context

• RSUs are a form of compensation: they do not represent immediate share ownership or cash until they vest and are settled. Grants like this are common for executives and typically reflect compensation arrangements rather than an explicit buy/sell signal.