[Form 4] E.W. SCRIPPS Co Insider Trading Activity

Rhea-AI Filing Summary

E.W. SCRIPPS Co President, Scripps Sports Brian G. Lawlor reported multiple equity transactions involving restricted stock units (RSUs) and Class A common shares. On March 1, 2026, he received RSU grants of 202,902 units and 124,645 units at no cash cost. According to the footnotes, some RSUs were increased because the company exceeded performance goals, and these awards vest in equal parts from 2027 through 2030, with a portion vesting in 2026.

Several RSU awards were also converted into Class A common shares through derivative exercises, including 133,335 Class A common shares and additional RSU conversions described in the filing. A separate transaction disposed of 56,799 Class A common shares to cover tax obligations, as the award terms require the company to withhold shares for taxes. Overall, these transactions reflect equity compensation, vesting, and tax-withholding activity rather than open‑market buying or selling.

Insights

Equity compensation and insider-transactions analyst

Activity reflects equity awards, vesting, and tax withholding, not open‑market trading.

The transactions show Brian G. Lawlor acquiring restricted stock units and Class A common shares mainly through equity compensation mechanisms. Code M entries represent RSU conversions into common shares, while code A entries are grants or awards at a price of $0.0000 per unit.

The tax-withholding transaction coded F, involving 56,799 Class A common shares, settles tax liabilities by share surrender instead of a market sale, as described in the footnote. Footnotes also indicate performance-based RSUs credited after the company exceeded goals, with vesting scheduled across 2026–2030, linking part of the award to long-term performance.

There is no indication of discretionary open‑market buying or selling; the mix of derivative exercises, grants, and tax withholding is typical for executive compensation programs. Subsequent company filings may provide further detail on how these long-term awards evolve as they vest over the stated years.

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^*

Lawlor Brian G.

(Last) (First) (Middle)

312 WALNUT STREET

28TH FLOOR

(Street)

CINCINNATI OH 45202

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
E.W. SCRIPPS Co [ SSP ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President, Scripps Sports

3. Date of Earliest Transaction (Month/Day/Year)
03/01/2026

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)
			Code	V	Amount	(A) or (D)	Price
Class A Common Shares, $.01 par value per share	03/01/2026		F(1)		56,799	D	$0	176,790	D
Class A Common Shares, $.01 par value per share	03/01/2026		M(2)		133,335	A	$0	310,125	D
Common Voting Shares, $.01 par value per share								0	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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Units	$0.00	03/01/2026		M(2)			7,555	03/01/2023	03/01/2026	Class A Common Shares	7,555	$0	0	D
Restricted Stock Units	$0.00	03/01/2026		M(2)			14,583	05/01/2024	03/01/2027	Class A Common Shares	14,583	$0	14,585	D
Restricted Stock Units	$0.00	03/01/2026		M(2)			16,178	03/01/2025	03/01/2028	Class A Common Shares	16,178	$0	35,560	D
Restricted Stock Units	$0	03/01/2026		A(3)		202,902		03/01/2026	03/01/2029	Class A Common Shares	202,902	$0	418,181	D
Restricted Stock Units	$0.00	03/01/2026		M(2)			95,019	03/01/2026	03/01/2029	Class A Common Shares	95,019	$0	323,162	D
Restricted Stock Units	$0	03/01/2026		A(4)		124,645		03/01/2027	03/01/2030	Class A Common Shares	124,645	$0	124,645	D

Explanation of Responses:

1. The terms of this long-term incentive award mandate that the Company withhold shares to satisfy the reporting person's tax obligation.

2. This transaction reflects the conversion of restricted stock units into Class A Common Shares.

3. Since the Company exceeded performance goals, additional restricted stock units were credited. This restricted stock award will vest in equal parts in 2027, 2028 and 2029. 25% vested in 2026. Upon vesting, each restricted stock unit will convert into one Class A Common Share of the Company.

4. This restricted stock unit award will vest in equal parts in 2027, 2028, 2029 and 2030. Upon vesting, each restricted stock until will convert into one Class A Common Share of the Company.

	/s/ Robert Oestreicher by Power of Attorney	03/04/2026
	** 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.

FAQ

What insider transactions did E.W. SCRIPPS (SSP) report for Brian G. Lawlor?

Brian G. Lawlor reported multiple equity transactions on March 1, 2026, including RSU grants, RSU conversions into Class A common shares, and a tax-withholding disposal of shares tied to his long-term incentive awards.

How many restricted stock units were granted to the SSP executive in this Form 4?

The Form 4 shows RSU grants of 202,902 units and 124,645 units to Brian G. Lawlor at a price of $0.0000 per unit, reflecting equity awards rather than open‑market purchases of E.W. SCRIPPS shares.

Were any E.W. SCRIPPS (SSP) shares sold on the open market in this filing?

The filing indicates a tax-withholding disposition of 56,799 Class A common shares, coded F, to satisfy tax obligations. This method delivers shares back to the company rather than representing a discretionary open‑market sale.

How are the SSP restricted stock units scheduled to vest for Brian G. Lawlor?

Footnotes state one RSU award vests in equal parts in 2027, 2028, 2029, and 2030, with another award partly vesting in 2026 and then in equal parts across 2027, 2028, and 2029, upon which each RSU converts into one Class A common share.

Why did E.W. SCRIPPS credit additional RSUs to the executive in this Form 4?

A footnote explains that the company exceeded performance goals, so additional restricted stock units were credited. This links part of Brian G. Lawlor’s equity compensation to achieving performance targets before the extra RSUs were awarded.

What does the tax-withholding transaction mean for SSP’s insider ownership?

The tax-withholding transaction reflects shares withheld to cover Brian G. Lawlor’s tax obligations on equity awards. It reduces his reported Class A common share count, but it arises from compensation mechanics instead of a voluntary market sale decision.