UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
| Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers |
On June 15, 2023, Ms. Lidia Fonseca and Mr. Bruce P. Nolop each notified TEGNA Inc. (the “Company”) of their respective decisions to retire from the Company’s Board of Directors and not stand for re-election at the Company’s next annual meeting of shareholders, scheduled to be held on August 17, 2023 (the “2023 Annual Meeting”). Ms. Fonseca and Mr. Nolop will each serve out the remainder of their respective terms, which will expire at the 2023 Annual Meeting.
Neither Ms. Fonseca’s nor Mr. Nolop’s decision to not stand for re-election was the result of any disagreement with the Company or its management on any matter relating to the Company’s operations, policies or practices.
The Company thanks Ms. Fonseca and Mr. Nolop for their years of service and valuable contributions to the Company.
SIGNATURE
Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| TEGNA INC. | ||
| (Registrant) | ||
| By: | /s/ Akin S. Harrison | |
| Akin S. Harrison | ||
| Senior Vice President and General Counsel | ||
Date: June 16, 2023
-3-
Document and Entity Information |
Jun. 15, 2023 |
|---|---|
| Cover [Abstract] | |
| Entity Registrant Name | TEGNA INC |
| Amendment Flag | false |
| Entity Central Index Key | 0000039899 |
| Document Type | 8-K |
| Document Period End Date | Jun. 15, 2023 |
| Entity Incorporation State Country Code | DE |
| Entity File Number | 1-6961 |
| Entity Tax Identification Number | 16-0442930 |
| Entity Address, Address Line One | 8350 Broad Street |
| Entity Address, Address Line Two | Suite 2000 |
| Entity Address, City or Town | Tysons |
| Entity Address, State or Province | VA |
| Entity Address, Postal Zip Code | 22102-5151 |
| City Area Code | (703) |
| Local Phone Number | 873-6600 |
| Written Communications | false |
| Soliciting Material | false |
| Pre Commencement Tender Offer | false |
| Pre Commencement Issuer Tender Offer | false |
| Security 12b Title | Common Stock |
| Trading Symbol | TGNA |
| Security Exchange Name | NYSE |
| Entity Emerging Growth Company | false |