0001104659-21-147331.txt : 20211207
0001104659-21-147331.hdr.sgml : 20211207
20211207204057
ACCESSION NUMBER: 0001104659-21-147331
CONFORMED SUBMISSION TYPE: 4/A
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20211201
FILED AS OF DATE: 20211207
DATE AS OF CHANGE: 20211207
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: FRAZIER MEREDITH D MELL
CENTRAL INDEX KEY: 0001218451
FILING VALUES:
FORM TYPE: 4/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-05128
FILM NUMBER: 211477363
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Hawkeye Acquisition, Inc.
CENTRAL INDEX KEY: 0000065011
STANDARD INDUSTRIAL CLASSIFICATION: PERIODICALS: PUBLISHING OR PUBLISHING AND PRINTING [2721]
IRS NUMBER: 420410230
STATE OF INCORPORATION: IA
FISCAL YEAR END: 0630
BUSINESS ADDRESS:
STREET 1: 1716 LOCUST ST
CITY: DES MOINES
STATE: IA
ZIP: 50309
BUSINESS PHONE: 5152843000
MAIL ADDRESS:
STREET 1: 1716 LOCUST ST
CITY: DES MOINES
STATE: IA
ZIP: 50309
FORMER COMPANY:
FORMER CONFORMED NAME: MEREDITH CORP
DATE OF NAME CHANGE: 19920703
FORMER COMPANY:
FORMER CONFORMED NAME: MEREDITH PUBLISHING CO
DATE OF NAME CHANGE: 19710317
4/A
1
tm2134842d1_4a.xml
OWNERSHIP DOCUMENT
X0306
4/A
2021-12-01
2021-12-03
1
0000065011
Hawkeye Acquisition, Inc.
MDP
0001218451
FRAZIER MEREDITH D MELL
1716 LOCUST STREET
DES MOINES
IA
50309
1
0
1
0
Common Stock ($1 par value)
2021-12-01
4
D
0
24651
D
0
D
Common Stock ($1 par value)
2021-12-01
4
D
0
2010
D
0
I
401(k)
Class B Common Stock ($1 par value)
2021-12-01
4
D
0
2157657
D
Common Stock
2157657
0
D
Non-Qualified Stock Option (right to buy)
15.03
2021-12-01
4
D
0
4064
D
2023-11-06
Common Stock
4064
0
D
Non-Qualified Stock Option (right to buy)
14.71
2021-12-01
4
D
0
3912
D
2024-11-12
Common Stock
3912
0
D
Non-Qualified Stock Option (right to buy)
13.50
2021-12-01
4
D
0
4389
D
2025-11-11
Common Stock
4389
0
D
Non-Qualified Stock Option (right to buy)
13.69
2021-12-01
4
D
0
5685
D
2026-11-09
Common Stock
5685
0
D
Non-Qualified Stock Option (right to buy)
14.94
2021-12-01
4
D
0
5936
D
2027-11-08
Common Stock
5936
0
D
Non-Qualified Stock Option (right to buy)
16.86
2021-12-01
4
D
0
4697
D
2028-11-14
Common Stock
4697
0
D
Non-Qualified Stock Option (right to buy)
10.17
2021-12-01
4
D
0
8161
D
2029-11-13
Common Stock
8161
0
D
Non-Qualified Stock Option (right to buy)
4.57
2021-12-01
4
D
0
11692
D
2030-11-11
Common Stock
11692
0
D
In connection with the closing of the previously announced acquisition by Gray Television, Inc. ("Gray") of the issuer's local media group business immediately following and subject to the spin-off of the issuer's digital and magazine segments and corporate operations (collectively, the "Transactions") and as described in the issuer's definitive proxy statement filed with the Securities and Exchange Commission on November 8, 2021 (the "Proxy Statement"), each share of Common Stock and Class B Common Stock was exchanged for (i) $16.99 in cash per share and (ii) shares of Common Stock and Class B Common Stock, respectively, of Meredith Holdings Corporation on a one-for-one basis.
In connection with the Transactions and as described in the Proxy Statement, the exercise price of this option was adjusted, which adjusted exercise price is reported in column 2 above, and this option was canceled in exchange for (i) a cash amount equal to the excess, if any, of $16.99 per share less the adjusted exercise price and (ii) a stock option of Meredith Holdings Corporation with respect to an equal number of shares subject to this option.
Pursuant to their original terms, the options were convertible to Common Stock on a one-for-one basis one-third per year over a three-year period beginning on the first anniversary of the grant date until completed on the third anniversary of the grant.
/s/ D Mell Meredith Frazier
2021-12-07