0001140361-15-014407.txt : 20150403 0001140361-15-014407.hdr.sgml : 20150403 20150403165321 ACCESSION NUMBER: 0001140361-15-014407 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20150331 FILED AS OF DATE: 20150403 DATE AS OF CHANGE: 20150403 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: JOURNAL COMMUNICATIONS INC CENTRAL INDEX KEY: 0001232241 STANDARD INDUSTRIAL CLASSIFICATION: TELEVISION BROADCASTING STATIONS [4833] IRS NUMBER: 200020198 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 333 WEST STATE STREET CITY: MILWAUKEE STATE: WI ZIP: 53203 BUSINESS PHONE: (414) 224-2000 MAIL ADDRESS: STREET 1: 333 WEST STATE STREET CITY: MILWAUKEE STATE: WI ZIP: 53203 FORMER COMPANY: FORMER CONFORMED NAME: JOURNAL CO DATE OF NAME CHANGE: 20030512 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SMITH STEVEN J CENTRAL INDEX KEY: 0001239534 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-31805 FILM NUMBER: 15751731 MAIL ADDRESS: STREET 1: C/O JOURNAL COMMUNICATIONS INC STREET 2: 333 W. STATE ST. CITY: MILWAUKEE STATE: WI ZIP: 53203 4 1 doc1.xml FORM 4 X0306 4 2015-03-31 1 0001232241 JOURNAL COMMUNICATIONS INC JRN 0001239534 SMITH STEVEN J 333 WEST STATE STREET MILWAUKEE WI 53203 1 1 0 0 Chairman of the Board and CEO Class A Common Stock 2015-03-31 4 J 0 100 0 D 0 D Performance Units 2015-03-31 4 M 0 32780 0 D Class B Common Stock 32780 0 D Performance Units 2015-03-31 4 M 0 21911 0 D Class B Common Stock 21911 0 D Class B Common Stock 2015-03-31 4 M 0 21861 0 A Class A Common Stock 21861 838251 D Class B Common Stock 2015-03-31 4 M 0 9120 0 A Class A Common Stock 9120 847371 D Class B Common Stock 2015-03-31 4 F 0 15600 14.82 D Class A Common Stock 15600 831771 D Class B Common Stock 2015-03-31 4 F 0 13004 14.82 D Class A Common Stock 13004 818767 D Class B Common Stock 2015-03-31 4 J 0 818767 0 D Class A Common Stock 818767 0 D Stock Appreciation Right 13.31 2015-03-31 4 J 0 220000 0 D 2017-02-16 Class B Common Stock 220000 0 D Stock Appreciation Right 2015-03-31 4 J 0 75000 0 D 2017-02-16 Class B Common Stock 75000 0 D The shares of Journal Communications, Inc. stock were converted into shares of Journal Media Group, Inc. and The E.W. Scripps Company in connection with the closing of the transactions between Journal Communications and The E.W. Scripps Company (the "Transactions"). Performance units granted March 11, 2013 to the reporting person under the Journal Communications, Inc. 2007 Omnibus Incentive Plan. Performance units granted March 6, 2014 to the reporting person under the Journal Communications, Inc. 2007 Omnibus Incentive Plan. The Class B Common Stock is convertible into Class A Common Stock (subject to certain limitations specified in the Issuer's Amended and Restated Articles of Incorporation) on a 1-for-1 basis at no cost The performance units were prorated based on the length of time within the performance period that had elapsed prior to the closing date of the Transactions. Reflects payment of tax liability by withholding shares of stock incident to the vesting of performance units. Reflects payment of tax liability by withholding shares of stock incident to the vesting of restricted stock. The stock appreciation right was granted February 16, 2007 to the reporting person under the Journal Communications, Inc. 2003 Equity Incentive Plan. In connection with the Transactions, all stock appreciation rights were fully vested as of March 30, 2015. All outstanding stock appreciation rights were cancelled and the reporting person received a cash payment. The stock appreciation right has an escalating base value which starts with $13.31, the closing price of the Company's Class A Common Stock on the date of grant, and increases by 6% per year for each year that the stock appreciation right remains outstanding, starting on the first anniversary of the grant date. /s/ Russell E. Ryba, Attorney-in-Fact for Steven J. Smith 2015-04-03