Note 5 - Stockholders' Equity

3 Months Ended

Mar. 31, 2018

Notes to Financial Statements

Stockholders' Equity Note Disclosure [Text Block]

5.

      Stockholders’ Equity

As of

March 31, 2018,

we were authorized to issue

135.0

million shares in total of all classes of stock consisting of

100.0

million shares of common stock,

15.0

million shares of Class A common stock and

20.0

million shares of preferred stock, for which our board has the authority to determine the rights, powers, limitations and restrictions. On

May 7, 2018,

we filed an amendment to our Restated Articles of Incorporation increasing the number of shares of common stock and Class A common stock authorized for issuance thereunder to

200.0

million shares and

25.0

million shares, respectively. As of

March 31, 2018,

we had outstanding

82.0

million shares of common stock and

6.7

million shares of Class A common stock.

No

shares of preferred stock were outstanding. The rights of our common stock and Class A common stock are identical, except that our Class A common stock has

10

votes per share and our common stock has

one

vote per share on all matters submitted to a vote of our shareholders. 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

months ended

March 31, 2018

and

2017,

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

March 31, 2018,

279,200

shares remain available for repurchase under this authorization, which has

no

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 (the

“401

(k) plan”). During the

three

-months ended

March 31, 2018,

under the

2016

Repurchase Authorization, we purchased

1,551,710

shares of our common stock at an average purchase price, including related brokerage commissions, of

$12.64

per share, for a total cost of

$19.6

million. As of

March 31, 2018,

$49.5

million remains available to purchase shares 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 common stock or Class A common stock. As of

March 31, 2018,

we had reserved

7,104,769

shares and

1,703,064

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