8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) August 6, 2024

THE E.W. SCRIPPS COMPANY

(Exact name of registrant as specified in its charter)

Ohio	001-10701	31-1223339
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification Number)

312 Walnut Street
Cincinnati,	Ohio	45202
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (513) 977-3000

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act.

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Class A Common Stock, par value $0.01 per share	SSP	NASDAQ Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR § 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR § 240.12b-2).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

THE E.W. SCRIPPS COMPANY

INDEX TO CURRENT REPORT ON FORM 8-K

Item No.		Page
8.01	Other Events	3
9.01	Financial Statements and Exhibits	3

2

Item 8.01 Other Events

The E.W. Scripps Company (the "Company") has appointed Dave Giles as the new Chief Legal Officer, effective immediately. Mr. Giles replaces Bill Appleton, who previously announced his plan to retire at the end of 2024. Mr. Appleton will continue his employment with the Company in an advisory role through the end of the year.

Tamera Hylton has also been named as the Company’s Chief Ethics Officer.

Mr. Giles has served as Chief Ethics Officer since 2010 and been with the organization since 2004. He oversees the Company’s litigation, including defamation and intellectual property matters, antitrust compliance and regulatory issues involving the Federal Communications Commission and the Federal Trade Commission. He has also overseen Scripps’ employment and labor practice. Prior to joining the Company, he was an attorney with Baker Hostetler.

The press release announcing these appointments is included as an exhibit to this report.

Item 9.01 Financial Statements and Exhibits

Exhibit Number	Description of Item
99.1	Press release dated August 7, 2024

3

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

THE E.W. SCRIPPS COMPANY
BY:	/s/ Daniel W. Perschke
	Daniel W. Perschke
	Senior Vice President, Controller
	(Principal Accounting Officer)

Dated: August 7, 2024

4

EX-99.1

Exhibit 99.1

Dave Giles approved as Scripps’ new chief legal officer; Tamera Hylton takes over as chief ethics officer

Aug. 7, 2024

CINCINNATI - The board of directors of The E.W. Scripps Company (NASDAQ: SSP) has appointed Scripps Deputy General Counsel Dave Giles as the company’s new chief legal officer, effective immediately.

Giles replaces Bill Appleton, who announced in January that he would be retiring.

Tamera Hylton will take over as Scripps’ chief ethics officer.

Giles has served as chief ethics officer since 2010 and been with the organization since 2004. He oversees the company’s litigation, including defamation and intellectual property matters, antitrust compliance and regulatory issues involving the Federal Communications Commission and the Federal Trade Commission. He has also overseen Scripps’ employment and labor practice.

A graduate of Washington and Lee University School of Law, Giles is on the boards of the William Allen White Foundation and the Scripps Howard Fund. He is a former chair of the American Bar Association’s Forum on Communications Law and a former board member of Easterseals Redwood.

Prior to joining Scripps, he was an attorney with Baker Hostetler. Before law school, he was a reporter at The Philadelphia Inquirer and USA Today.

Hylton, a Harvard Law School graduate, has been with Scripps since August 2019 and serves as deputy general counsel, head of legal for Scripps Networks. Prior to joining Scripps, Hylton was assistant general counsel for WarnerMedia, where she led legal strategy and execution for content acquisitions and commercialization.

Media contact: Michael Perry, (513) 259-4718, michael.perry@scripps.com

About Scripps

The E.W. Scripps Company (NASDAQ: SSP) is a diversified media company focused on creating a better-informed world. As one of the nation’s largest local TV broadcasters, Scripps serves communities with quality, objective local journalism and operates a portfolio of more than 60 stations in 40+ markets. Scripps reaches households across the U.S. with national news outlets Scripps News and Court TV and popular entertainment brands ION, Bounce, Grit, ION Mystery, ION Plus and Laff. Scripps is the nation’s largest holder of broadcast spectrum. Scripps is the longtime steward of the Scripps National Spelling Bee. Founded in 1878, Scripps’ long-time motto is: “Give light and the people will find their own way.”

XML

Cover Page	Aug. 06, 2024
Cover [Abstract]
Document Type	8-K
Document Period End Date	Aug. 06, 2024
Entity Registrant Name	THE E.W. SCRIPPS COMPANY
Entity Incorporation, State or Country Code	OH
Entity File Number	001-10701
Entity Tax Identification Number	31-1223339
Entity Address, Address Line One	312 Walnut Street
Entity Address, City or Town	Cincinnati,
Entity Address, State or Province	OH
Entity Address, Postal Zip Code	45202
City Area Code	513
Local Phone Number	977-3000
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Class A Common Stock, par value $0.01 per share
Trading Symbol	SSP
Security Exchange Name	NASDAQ
Entity Emerging Growth Company	false
Amendment Flag	false
Entity Central Index Key	0000832428