STOCK TITAN

E.W. Scripps (SSP) CTO logs major RSU grants and tax share withholding

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

E.W. SCRIPPS Co Chief Transformation Officer Laura Tomlin reported multiple equity award activities involving restricted stock units and Class A common shares on 2026-03-01.

She received two new restricted stock unit grants of 161,399 and 99,150 units at no cost, with footnotes explaining these awards will vest in installments from 2026 through 2030 and convert into Class A common shares upon vesting.

Several existing restricted stock unit awards were exercised or converted into both restricted stock units and Class A common shares, including an acquisition of 128,531 Class A shares through derivative conversion. A separate disposition of 39,142 Class A common shares was made to satisfy tax obligations through share withholding, rather than an open-market sale.

Positive

  • None.

Negative

  • None.
Insider Tomlin Laura
Role Chief Transformation Officer
Type Security Shares Price Value
Exercise Restricted Stock Units 5,666 $0.00 --
Exercise Restricted Stock Units 23,741 $0.00 --
Exercise Restricted Stock Units 13,439 $0.00 --
Grant/Award Restricted Stock Units 161,399 $0.00 --
Exercise Restricted Stock Units 85,685 $0.00 --
Grant/Award Restricted Stock Units 99,150 $0.00 --
Tax Withholding Class A Common Shares, $.01 par value per share 39,142 $0.00 --
Exercise Class A Common Shares, $.01 par value per share 128,531 $0.00 --
holding Common Voting Shares, $.01 par value per share -- -- --
Holdings After Transaction: Restricted Stock Units — 0 shares (Direct); Class A Common Shares, $.01 par value per share — 43,923 shares (Direct); Common Voting Shares, $.01 par value per share — 0 shares (Direct)
Footnotes (1)
  1. The terms of this long-term incentive award mandate that the Company withhold shares to satisfy the reporting person's tax obligation. This transaction reflects the conversion of restricted stock units into Class A Common Shares. 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. 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.
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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*
Tomlin Laura

(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)
Chief Transformation Officer
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) 39,142 D $0 43,923 D
Class A Common Shares, $.01 par value per share 03/01/2026 M(2) 128,531 A $0 172,454 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) 5,666 03/01/2023 03/01/2026 Class A Common Shares 5,666 $0 0 D
Restricted Stock Units $0.00 03/01/2026 M(2) 23,741 05/01/2024 03/01/2027 Class A Common Shares 23,741 $0 23,742 D
Restricted Stock Units $0.00 03/01/2026 M(2) 13,439 03/01/2025 03/01/2028 Class A Common Shares 13,439 $0 26,878 D
Restricted Stock Units $0.00 03/01/2026 A(3) 161,399 03/01/2026 03/01/2029 Class A Common Shares 161,399 $0 342,746 D
Restricted Stock Units $0.00 03/01/2026 M(2) 85,685 03/01/2026 03/01/2029 Class A Common Shares 85,685 $0 257,061 D
Restricted Stock Units $0.00 03/01/2026 A(4) 99,150 03/01/2027 03/01/2030 Class A Common Shares 99,150 $0 99,150 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 did E.W. SCRIPPS (SSP) executive Laura Tomlin report in this Form 4?

Laura Tomlin reported several equity-related transactions, mainly awards and conversions. She received large restricted stock unit grants and exercised existing awards into Class A common shares, while some shares were withheld to cover taxes rather than sold on the open market.

How many restricted stock units did Laura Tomlin acquire from E.W. SCRIPPS (SSP)?

She acquired restricted stock units in multiple transactions, including grants of 161,399 and 99,150 units. Additional activity involved conversions among restricted stock units and future Class A common shares, as described in the award footnotes and vesting schedules included in the disclosure.

Were any E.W. SCRIPPS (SSP) shares sold by Laura Tomlin in this filing?

The filing shows a disposition of 39,142 Class A common shares under code F. Footnotes explain this reflects shares withheld by the company to satisfy tax obligations, not an open-market sale initiated for investment or trading purposes.

What vesting schedule applies to Laura Tomlin’s new E.W. SCRIPPS (SSP) restricted stock units?

One award vests in equal parts in 2027, 2028, and 2029, after 25% vested in 2026. Another award vests in equal parts across 2027, 2028, 2029, and 2030, with each vested unit converting into one Class A common share.

How many E.W. SCRIPPS (SSP) Class A common shares did Laura Tomlin acquire in this Form 4?

One notable transaction shows acquisition of 128,531 Class A common shares through the exercise or conversion of derivative securities. The filing also records remaining direct ownership of Class A shares after these transactions, reflecting updated holdings for the executive.

Why did E.W. SCRIPPS (SSP) withhold shares from Laura Tomlin’s awards?

A footnote explains the long-term incentive award terms require the company to withhold shares to cover her tax obligations. This results in a coded F disposition, representing tax-withholding using shares rather than a discretionary cash payment or open-market share sale.