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