X0306 4 2015-06-15 0 0000726513 TRIBUNE MEDIA CO TRCO 0001626621 Litman Brian C/O TRIBUNE MEDIA COMPANY 685 THIRD AVENUE NEW YORK NY 10017 0 1 0 0 SVP, Controller Restricted Stock Units 2015-06-15 4 A 0 24.0474 0.00 A Class A Common Stock 24.0474 5249.0474 D Each restricted stock unit ("RSU") is the economic equivalent of one share of the Issuer's Class A common stock. These RSUs represent dividend equivalent rights ("DERs") that accrued in respect of RSUs previously granted to the Reporting Person, as a result of payment of the Issuer's first quarterly cash dividend that was paid on the Issuer's Class A common stock on June 15, 2015. These DERs will vest proportionately and on the same terms and conditions with such related RSUs, except that fractional shares, if any, will be settled in cash. On April 9, 2015, the Issuer paid a special cash dividend of $6.73 to holders of record of the Issuer's Class A common stock at the close business on March 25, 2015. As a result, the RSUs then held by the Reporting Person were adjusted pursuant to the terms of the Tribune Company 2013 Equity Incentive Plan to reflect the special cash dividend. This total reflects that adjustment. /s/ Melanie Hughes, Attorney-in-Fact for Brian Litman 2015-07-09