0000216539-13-000162.txt : 20131113 0000216539-13-000162.hdr.sgml : 20131113 20131113151727 ACCESSION NUMBER: 0000216539-13-000162 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20131112 FILED AS OF DATE: 20131113 DATE AS OF CHANGE: 20131113 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: MEDIA GENERAL INC CENTRAL INDEX KEY: 0000216539 STANDARD INDUSTRIAL CLASSIFICATION: TELEVISION BROADCASTING STATIONS [4833] IRS NUMBER: 540850433 STATE OF INCORPORATION: VA FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 333 E FRANKLIN ST CITY: RICHMOND STATE: VA ZIP: 23219 BUSINESS PHONE: 8046496000 MAIL ADDRESS: STREET 1: 333 E FRANKLIN ST CITY: RICHMOND STATE: VA ZIP: 23219 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Carington Andrew C. CENTRAL INDEX KEY: 0001531550 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-06383 FILM NUMBER: 131214256 MAIL ADDRESS: STREET 1: 333 E.FRANKLIN STREET CITY: RICHMOND STATE: VA ZIP: 23219 4 1 edgar.xml PRIMARY DOCUMENT X0306 4 2013-11-12 0000216539 MEDIA GENERAL INC MEG 0001531550 Carington Andrew C. 333 EAST FRANKLIN STREET RICHMOND VA 23219 0 1 0 0 VP and General Counsel Class A Common Stock ($5.00 par value) 2013-11-12 4 D 0 8300 D 0 D Voting Common Stock (no par value) 2013-11-12 4 A 0 8300 A 8300 D Class A Common Stock ($5.00 par value) 2013-11-12 4 D 0 3011 D 0 I 401(k) Plan Voting Common Stock (no par value) 2013-11-12 4 A 0 3011 A 3011 I 401(k) Plan Employee Stock Option (right to buy) 63.23 2013-11-12 4 D 0 1000 D 2014-01-28 Class A Common Stock ($5.00 par value) 1000 0 D Employee Stock Option (right to buy) 63.18 2013-11-12 4 D 0 1500 D 2015-01-27 Class A Common Stock ($5.00 par value) 1500 0 D Employee Stock Option (right to buy) 49.66 2013-11-12 4 D 0 2700 D 2016-01-26 Class A Common Stock ($5.00 par value) 2700 0 D Employee Stock Option (right to buy) 20.30 2013-11-12 4 D 0 4000 D 2018-01-29 Class A Common Stock ($5.00 par value) 4000 0 D Employee Stock Option (right to buy) 2.16 2013-11-12 4 D 0 3000 D 2019-01-29 Class A Common Stock ($5.00 par value) 3000 0 D Employee Stock Option (right to buy) 8.90 2013-11-12 4 D 0 4300 D 2020-01-28 Class A Common Stock ($5.00 par value) 4300 0 D Employee Stock Option (right to buy) 5.20 2013-11-12 4 D 0 3200 D 2021-01-27 Class A Common Stock ($5.00 par value) 3200 0 D Employee Stock Option (right to buy) 4.98 2013-11-12 4 D 0 5500 D 2022-01-26 Class A Common Stock ($5.00 par value) 5500 0 D Employee Stock Option (right to buy) 4.26 2013-11-12 4 D 0 8500 D 2023-01-31 Class A Common Stock ($5.00 par value) 8500 0 D Employee Stock Option (right to buy) 63.23 2013-11-12 4 A 0 1000 A 2014-01-28 Voting Common Stock (no par value) 1000 1000 D Employee Stock Option (right to buy) 63.18 2013-11-12 4 A 0 1500 A 2015-01-27 Voting Common Stock (no par value) 1500 1500 D Employee Stock Option (right to buy) 49.66 2013-11-12 4 A 0 2700 A 2016-01-26 Voting Common Stock (no par value) 2700 2700 D Employee Stock Option (right to buy) 20.30 2013-11-12 4 A 0 4000 A 2018-01-29 Voting Common Stock (no par value) 4000 4000 D Employee Stock Option (right to buy) 2.16 2013-11-12 4 A 0 3000 A 2019-01-29 Voting Common Stock (no par value) 3000 3000 D Employee Stock Option (right to buy) 8.90 2013-11-12 4 A 0 4300 A 2020-01-28 Voting Common Stock (no par value) 4300 4300 D Employee Stock Option (right to buy) 5.20 2013-11-12 4 A 0 3200 A 2021-01-27 Voting Common Stock (no par value) 3200 3200 D Employee Stock Option (right to buy) 4.98 2013-11-12 4 A 0 5500 A 2022-01-26 Voting Common Stock (no par value) 5500 5500 D Employee Stock Option (right to buy) 4.26 2013-11-12 4 A 0 8500 A 2023-01-31 Voting Common Stock (no par value) 8500 8500 D Phantom Stock 2013-11-12 4 D 0 671 D Class A Common Stock ($5.00 par value) 671 0 D Phantom Stock 2013-11-12 4 A 0 671 A Voting Common Stock (no par value) 671 671 D Deferred Stock Units 2013-11-12 4 A 0 40984 A Voting Common Stock (no par value) 40984 40984 D On November 12, 2013, in conjunction with Media General, Inc.'s closing of the business combination transaction with New Young Broadcasting Holding Co., Inc., Media General, Inc. completed a reclassification of its capital stock. Pursuant to such reclassification, each share of the reporting person's Class A Common Stock ($5.00 par value) was reclassified into one share of Voting Common Stock (no par value). Equity-based awards granted pursuant to plans that are granted or remain outstanding after the reclassification are exercisable or convertible, as applicable, into shares of Voting Common Stock. Units are payable in cash following the termination of the reporting person's employment. Upon attaining age 55, the reporting person may transfer the units into an alternative investment account at any time. Units acquired under the Company's Supplemental 401(k) deferred compensation plan. Each unit is the economic equivalent of one share of common stock. Mr. Carington received, upon the closing of the business combination transaction with New Young Broadcasting Holding Co., Inc., the number of stock units equal to the amount determined by dividing the officer's base salary by the closing per share price ($9.76) of Media General, Inc.'s Class A Common Stock on the date of the public announcement of the transaction, June 6, 2013. One-half of the stock units granted to the officer shall vest on each of the first and second anniversaries of the closing of the transaction, subject to the officer's employment with Media General, Inc. through each such anniversary date. Each vested stock unit will entitle the officer to a payment in cash on the settlement date in an amount equal to the closing price per share of Media General, Inc.'s Voting Common Stock on the date of vesting. Options were granted under the Media General, Inc. 1995 Long-Term Incentive Plan, which became fully exercisable on 1/28/2007. Options were granted under the Media General, Inc. 1995 Long-Term Incentive Plan, which became fully exercisable on 1/27/2008. Options were granted under the Media General, Inc. 1995 Long-Term Incentive Plan, which became fully exercisable on 1/26/2009. Options were granted under the Media General, Inc. 1995 Long-Term Incentive Plan, which became fully exercisable on 1/29/2011. Options were granted under the Media General, Inc. 1995 Long-Term Incentive Plan, which became fully exercisable on 1/29/2012. Options were granted under the Media General, Inc. 1995 Long-Term Incentive Plan, which became fully exercisable on 1/28/2013. Options were granted under the Media General, Inc. 1995 Long-Term Incentive Plan, which become exercisable 1/3 per year on January 27, 2012, 2013, and 2014. Options were granted under the Media General, Inc. 1995 Long-Term Incentive Plan, which become exercisable 1/3 per year on January 26, 2013, 2014, and 2015. Options were granted under the Media General, Inc. 1995 Long-Term Incentive Plan, which become exercisable 1/3 per year on January 31, 2014, 2015, and 2016. /s/ Andrew C. Carington 2013-11-13