5.	Stockholders’ Equity

We are authorized to issue

135

million shares of all classes of stock, of which

million shares are designated Class A common stock,

100

million shares are designated common stock, and

million shares are designated “blank check” preferred stock for which our Board of Directors has the authority to determine the rights, powers, limitations and restrictions. The rights of our common stock and Class A common stock are identical, except that our Class A common stock has

votes per share and our common stock has

one

vote per share. Our common stock and Class A common stock are entitled to receive cash dividends if declared, on an equal per-share basis. For the

three

and

six

-month periods ended

June 30, 2017

and

2016,

we did

not

declare or pay any common stock or Class A common stock dividends.

In each of

March

and

November 2004,

the Board of Directors of the Company authorized the Company to repurchase up to

2.0

million shares of the Company's common stock and Class A common stock. In

March 2006,

this authorization was increased to an aggregate of

5.0

million shares (the

“2004

2006

Repurchase Authorization”). As of

December 31, 2016,

279,200

shares remain available for repurchase under this authorization, which has

expiration date. On

November 6, 2016,

the Board of Directors of the Company authorized the Company to purchase up to an additional

$75.0

million of our outstanding common stock prior to

December 31, 2019 (

the

“2016

Repurchase Authorization”).

The

2016

Repurchase Authorization prohibits the Company from purchasing shares directly from the Company’s officers, directors, or the Gray Television, Inc. Capital Accumulation Plan (

401K

plan). During the

three

-months ended

June 30, 2017,

under the

2016

Repurchase Authorization, we purchased

322,038

shares of our common stock at an average purchase price of

$12.39

per share, or a total cost of

$4.0

million. As of

June 30, 2017,

$69.0

million remains available to purchase shares of our common stock under the

2016

Repurchase Authorization.

The extent to which the Company repurchases any of its shares, the number of shares and the timing of any repurchases will depend on general market conditions, regulatory requirements, alternative investment opportunities and other considerations. The Company is

not

required to repurchase a minimum number of shares, and the repurchase authorizations

may

be modified, suspended or terminated at any time without prior notice.

Under our various employee benefit plans, we

may,

at our discretion, issue authorized and unissued shares, or previously issued shares held in treasury, of our Class A common stock or common stock. As of

June 30, 2017,

we had reserved

6,044,746

shares and

1,923,144

shares of our common stock and Class A common stock, respectively, for future issuance under various employee benefit plans. As of

December 31, 2016,

we had reserved

5,449,148

shares and

257,581

shares of our common stock and Class A common stock, respectively, for future issuance under various employee benefit plans.