0001144204-15-041869.txt : 20150709 0001144204-15-041869.hdr.sgml : 20150709 20150709200635 ACCESSION NUMBER: 0001144204-15-041869 CONFORMED SUBMISSION TYPE: 4/A PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20150629 FILED AS OF DATE: 20150709 DATE AS OF CHANGE: 20150709 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Gannett Co., Inc. CENTRAL INDEX KEY: 0001635718 STANDARD INDUSTRIAL CLASSIFICATION: PERIODICALS: PUBLISHING OR PUBLISHING AND PRINTING [2721] IRS NUMBER: 472390983 STATE OF INCORPORATION: DE FISCAL YEAR END: 1227 BUSINESS ADDRESS: STREET 1: 7950 JONES BRANCH DRIVE CITY: MCLEAN STATE: VA ZIP: 22107 BUSINESS PHONE: 703-854-6000 MAIL ADDRESS: STREET 1: 7950 JONES BRANCH DRIVE CITY: MCLEAN STATE: VA ZIP: 22107 FORMER COMPANY: FORMER CONFORMED NAME: Gannett SpinCo, Inc. DATE OF NAME CHANGE: 20150305 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Zidich John M. CENTRAL INDEX KEY: 0001646569 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-36874 FILM NUMBER: 15982344 MAIL ADDRESS: STREET 1: C/O GANNETT CO., INC. STREET 2: 7950 JONES BRANCH DR. CITY: MCLEAN STATE: VA ZIP: 22107 4/A 1 v415153_4a.xml OWNERSHIP DOCUMENT X0306 4/A 2015-06-29 2015-07-01 0 0001635718 Gannett Co., Inc. GCI 0001646569 Zidich John M. C/O GANNETT CO., INC. 7950 JONES BRANCH DR. MCLEAN VA 22107 0 1 0 0 See Remarks Employee Stock Option (Right to Buy) 12.61 2015-06-29 4 A 0 3223 0 A 2015-12-07 Common Stock 3223 3223 D Restricted Stock Units 2015-06-29 4 A 0 11445 0 A 2018-12-31 Common Stock 11445 11445 D In connection with the spin-off of the Issuer from TEGNA Inc. on June 29, 2015, each outstanding TEGNA stock option award was converted into an award of options to purchase both shares of TEGNA's common stock and shares of the Issuer's common stock. The number of shares and exercise prices of each option award were adjusted (based in part on the volume weighted average per-share price of the Issuer's common stock during each of the first five full NYSE trading sessions commencing June 29, 2015) in a manner intended to preserve the aggregate intrinsic value of the original TEGNA stock option. This amendment is being filed to disclose the exercise price and number of underlying shares that have been determined in respect of each grant. The option has vested as to all shares subject to the grant. In connection with the spin-off, this outstanding and unvested time-vesting TEGNA restricted stock unit (RSU) award granted in 2015 was converted into an RSU award denominated in shares of the Issuer's common stock. The number of underlying shares was adjusted (based in part on the volume weighted average per-share price of the Issuer's common stock during each of the first five full NYSE trading sessions commencing June 29, 2015) in a manner intended to preserve the aggregate intrinsic value of the original TEGNA RSU award. This amendment is being filed to disclose the number of shares of the Issuer's common stock underlying this RSU. Each RSU represents a contingent right to receive one share of the Issuer's underlying common stock. These RSUs vest in four equal annual installments beginning on December 31, 2015. Vested shares will be delivered to the reporting person upon the earliest to occur of the termination of employment of the reporting person, a change in control of the Issuer, and December 31, 2018. Title: President/U.S. Domestic Publishing /s/ Elizabeth A. Allen, Attorney-In-Fact 2015-07-09