0001209191-17-032170.txt : 20170512 0001209191-17-032170.hdr.sgml : 20170512 20170512185034 ACCESSION NUMBER: 0001209191-17-032170 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20170511 FILED AS OF DATE: 20170512 DATE AS OF CHANGE: 20170512 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Cars.com Inc. CENTRAL INDEX KEY: 0001683606 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROCESSING & DATA PREPARATION [7374] IRS NUMBER: 813693660 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 175 WEST JACKSON BOULEVARD CITY: CHICAGO STATE: IL ZIP: 60604 BUSINESS PHONE: 703-854-7000 MAIL ADDRESS: STREET 1: C/O TEGNA INC., 7950 JONES BRANCH DRIVE CITY: MCLEAN STATE: VA ZIP: 22107-0910 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: TEGNA INC CENTRAL INDEX KEY: 0000039899 STANDARD INDUSTRIAL CLASSIFICATION: TELEVISION BROADCASTING STATIONS [4833] STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37869 FILM NUMBER: 17840519 BUSINESS ADDRESS: STREET 1: 7950 JONES BRANCH DRIVE CITY: MCLEAN STATE: VA ZIP: 22107-0150 BUSINESS PHONE: 7038736600 MAIL ADDRESS: STREET 1: 7950 JONES BRANCH DRIVE CITY: MCLEAN STATE: VA ZIP: 22107-0150 FORMER NAME: FORMER CONFORMED NAME: GANNETT CO INC /DE/ DATE OF NAME CHANGE: 19920703 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2017-05-11 0 0001683606 Cars.com Inc. CARS WI 0000039899 TEGNA INC 7950 JONES BRANCH DRIVE MCCLEAN VA 22107 0 0 1 0 COMMON STOCK 100 D This Form 3 is being filed in connection with the SEC's declaration of effectiveness of the Registration Statement on Form 10 of Cars.com Inc. ("SpinCo") which describes the planned separation of SpinCo from TEGNA Inc. ("Parent"). Pursuant to SpinCo's certificate of incorporation (as amended), effective as of 11:59 p.m. EDT on the date set by resolution of the Board of Directors of Parent as the record date for distribution of shares of SpinCo's common stock to holders of Parent common stock (such time, the "Effective Time"), the 100 shares of SpinCo's common stock held by Parent prior to the Effective Time shall automatically by operation of law and without further action on the part of SpinCo or Parent, be subdivided and converted into a number of shares of validly issued, fully paid and non-assessable shares of SpinCo's common stock equal to the number of shares of common stock, par value $1.00, of Parent issued and outstanding, but not including shares held by Parent as treasury stock, as of the Effective Time, divided by three (3). /s/ Akin S. Harrison, Vice President, Associate General Counsel and Secretary, TEGNA Inc. 2017-05-11