USA TODAY Co. (GCI) director reports 2,912-share equity grant as fees

Q: What insider transaction was reported for GCI on 12/31/2025?

Director Amy Reinhard received a grant of 2,912 shares of USA TODAY Co., Inc. common stock on 12/31/2025 as part of her director compensation.

Q: At what value were the shares granted to the USA TODAY Co., Inc. director?

The 2,912 shares of common stock granted to the director were valued at $5.15 per share , corresponding to retainer fees of $15,000 paid in stock.

Q: How many USA TODAY Co., Inc. shares does the director own after this transaction?

After the 12/31/2025 stock grant, director Amy Reinhard beneficially owned 170,273 shares of USA TODAY Co., Inc. common stock in direct ownership.

Q: Was the USA TODAY Co., Inc. stock grant to the director a cash purchase or compensation?

The 2,912-share grant was compensation , reflecting common stock issued in lieu of $15,000 in retainer fees, rather than a cash purchase.

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Form Type

Rhea-AI Filing Summary

USA TODAY Co., Inc. director Amy Reinhard reported receiving additional shares of the company’s common stock as part of her board compensation. On 12/31/2025, she was granted 2,912 shares of common stock at $5.15 per share, issued in lieu of cash retainer fees of $15,000 in a transaction exempt under Rule 16b-3. Following this grant, she beneficially owned 170,273 shares of USA TODAY Co., Inc. common stock, held directly.

Insider Trade Summary

Net Buyer: 2,912 shares

Net Buy 1 txn

Insider Reinhard Amy

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	2,912	$5.15	$15K

Holdings After Transaction: Common Stock — 170,273 shares (Direct)

Footnotes (1)

F1. Reflects shares of common stock granted in lieu of retainer fees of $15,000 issued in a transaction exempt under Rule 16b-3.

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Form 4 Insider Transactions: What Each Field Means →

Accepted by SEC EDGAR 01/02/2026 - 04:19 PM

FAQ

What insider transaction was reported for GCI on 12/31/2025?

Director Amy Reinhard received a grant of 2,912 shares of USA TODAY Co., Inc. common stock on 12/31/2025 as part of her director compensation.

At what value were the shares granted to the USA TODAY Co., Inc. director?

The 2,912 shares of common stock granted to the director were valued at $5.15 per share, corresponding to retainer fees of $15,000 paid in stock.

How many USA TODAY Co., Inc. shares does the director own after this transaction?

After the 12/31/2025 stock grant, director Amy Reinhard beneficially owned 170,273 shares of USA TODAY Co., Inc. common stock in direct ownership.

Was the USA TODAY Co., Inc. stock grant to the director a cash purchase or compensation?

The 2,912-share grant was compensation, reflecting common stock issued in lieu of $15,000 in retainer fees, rather than a cash purchase.

Under what rule was the USA TODAY Co., Inc. director stock grant exempt?

The stock issued to the director was granted in a transaction described as exempt under Rule 16b-3, which covers certain insider compensation arrangements.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Reinhard Amy

(Last)

(First)

(Middle)

C/O USA TODAY CO., INC.

175 SULLY'S TRAIL, SUITE 203

(Street)

PITTSFORD

14534

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
USA TODAY Co., Inc. [ TDAY ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
12/31/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	12/31/2025		A		2,912⁽¹⁾	A	$5.15	170,273	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Reflects shares of common stock granted in lieu of retainer fees of $15,000 issued in a transaction exempt under Rule 16b-3.

Remarks:

	/s/ Polly Grunfeld Sack, Attorney-in-Fact for Amy Reinhard	01/02/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

Source: View Original Filing on SEC EDGAR