X0306 4 2014-12-19 1 0000216539 MEDIA GENERAL INC MEG 0001591159 Diao H.C. Charles 333 EAST FRANKLIN STREET RICHMOND VA 23219 1 0 0 0 Voting Common Stock (no par value) 2014-12-19 4 D 0 86620 D 0 D Voting common Stock (no par value) 2014-12-19 4 D 0 10000 D 0 I by The H. C. Charles Diao Children Trust Phantom Stock 2014-12-19 4 D 0 4218 D Voting Common Stock (no par value) 4218 0 D On December 19, 2014, Media General, Inc. ("Media General", formerly Mercury New Holdco, Inc.), MGOC, Inc. ("MGOC", formerly Media General, Inc.) and Lin Media LLC ("Lin") consummated a business combination transaction (the "Merger") as a result of which MGOC, Inc. and Lin Media LLC each became a direct wholly owned subsidiary of Media General. Pursuant to the Merger, (i) each share of voting common stock of MGOC was converted into one share of voting common stock of Media General ("Voting Common Stock") and (ii) each share representing a limited liability company interest in Lin was converted into 1.4714 shares of Voting Common Stock. Equity-based awards granted pursuant to MGOC plans and Lin plans that were outstanding immediately prior to the Merger were converted into awards in respect of Voting Common Stock at the closing of the Merger. The "Indirect" holdings reflect the 10,000 shares held by The H. C. Charles Diao Children Trust (the "Children Trust"). The investment assets of the Chldren Trust, including the shares described herein, are managed by Diao Capital Management LLC, an investment manager controlled by Mr. Diao, with full voting and dispositive authority. Mr. Diao disclaims any beneficial ownership in the shares held by the Children Trust and this report shall not be deemed, for purposes of Section 16 under the Securities Act of 1934, as amended, or for any other purpose, to be an admission of such beneficial ownership. Each unit is the economic equivalent of one share of Voting Common Stock (no par value). Upon termination of service as a director, the units become payable in accordance with the settlement election of the reporting person. /s/ H.C. Charles Diao, by Andrew C. Carington, Attorney-in-fact 2014-12-23