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Tegna Inc SEC Filings

TGNA NYSE

Welcome to our dedicated page for Tegna SEC filings (Ticker: TGNA), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.

TEGNA Inc. (NYSE: TGNA) files a range of reports and disclosure documents with the U.S. Securities and Exchange Commission, providing detailed insight into its broadcasting and digital media operations. On this SEC filings page, Stock Titan surfaces TEGNA’s 10‑K annual reports, 10‑Q quarterly reports, 8‑K current reports and proxy materials, along with AI‑generated summaries that explain key points in accessible language.

For a media company like TEGNA, 10‑K and 10‑Q filings typically discuss revenue composition across distribution revenue and advertising and marketing services (AMS), the impact of political advertising cycles, operating expense trends, adjusted EBITDA and free cash flow metrics. These filings also describe strategic initiatives such as expanding local news programming, cost‑cutting efforts and agreements related to local sports rights. Stock Titan’s AI tools highlight sections that address these topics so readers can quickly identify what is driving reported results.

TEGNA’s 8‑K current reports provide timely disclosure of material events. Recent 8‑Ks describe the entry into an Agreement and Plan of Merger with Nexstar Media Group, Inc., the terms of the merger consideration, the conditions to closing, and subsequent developments in the regulatory review process, including Hart‑Scott‑Rodino filings and a request for additional information from the U.S. Department of Justice. Other 8‑Ks cover quarterly earnings releases, by‑law amendments and supplemental proxy disclosures related to stockholder litigation about the merger.

Investors tracking corporate governance and capital structure can use this page to review filings that discuss TEGNA’s board decisions on regular quarterly dividends, debt redemptions, leverage, and changes to by‑laws governing director retirement policies. Where available, Forms 3, 4 and 5 provide data on insider holdings and transactions, and Stock Titan’s interface makes it easier to locate and interpret these records.

All filings are updated in near real time as they are posted to EDGAR. Stock Titan’s AI‑powered summaries help readers navigate lengthy documents by calling out risk factor updates, transaction terms, regulatory conditions and other elements that matter for understanding TEGNA’s financial reporting and the status of its pending acquisition by Nexstar.

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TEGNA Inc. director Howard D. Elias reported the disposition to the issuer of restricted stock units, phantom share units, and common stock in connection with TEGNA’s merger with Nexstar Media Group. Under the merger, each TEGNA common share was converted into the right to receive $22.00 in cash. Elias’s time-based restricted stock units and phantom share unit awards, each representing rights tied to TEGNA common stock, were canceled at the merger’s effective time and converted into rights to receive the same cash consideration for the underlying shares, leaving no remaining holdings in these instruments.

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TEGNA Inc. director Henry Wadsworth McGee III reported the disposition of equity-based awards tied to a merger closing. On March 19, 2026, 13,678 Restricted Stock Units and 86,631 Phantom Share Units were reported as dispositions to the issuer at $22.00 per underlying share.

According to the merger agreement, each restricted stock unit and phantom share unit was cancelled at the effective time and converted into the right to receive the merger consideration for each underlying share of TEGLA common stock. These are compensation-related, non‑market transactions rather than open‑market stock sales, and no derivative awards of these types remain after the event.

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Filing
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TEGNA Inc. director Gina L. Bianchini reported the cancellation of equity awards and common shares in connection with the company’s cash merger with Nexstar Media Group at $22.00 per share. According to the merger agreement, each share of TE GNA common stock was converted into the right to receive $22.00 in cash at the effective time of the merger.

The filing shows dispositions to the issuer of 9,142 restricted stock units, 15,818 phantom share units, and 51,032.112 shares of common stock, all at $22.00 per share, with each unit or share representing one share of underlying common stock. Following these transactions, Bianchini’s reported direct holdings in these securities are zero, reflecting a cash-out driven by the merger terms rather than open-market trading.

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Tegna Inc. director West Denmark reported dispositions tied to the company’s merger with Nexstar Media Group. On March 19, 2026, 9,142 restricted stock units, each representing one share of common stock, and 8,230.83 common shares were disposed of to the issuer at $22.00 per share. These equity awards and shares were cancelled at the merger’s effective time and converted into the right to receive $22.00 in cash for each underlying share, reflecting the merger consideration under the Agreement and Plan of Merger.

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TEGNA Inc director Catherine Dunleavy reported issuer-related dispositions tied to the company’s merger with Nexstar Media Group. On March 19, 2026, 9,142 restricted stock units, each representing one share of common stock, were cancelled and converted into the right to receive $22.00 per underlying share in cash.

On the same date, 8,230.83 shares of TEGLA common stock were also disposed of to the issuer at $22.00 per share. These transactions reflect the merger terms, under which each TEGLA common share was converted into the right to receive $22.00 in cash, leaving no reported remaining holdings for these specific awards and shares.

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TEGNA Inc. senior vice president and principal accounting officer Clifton A. McClelland III reported the cleanup of his equity in connection with the merger of TEGNA into a Nexstar subsidiary. At the merger’s effective time, each share of TEGNA common stock was converted into the right to receive $22.00 in cash. His awards covering 44,729 restricted stock units, 24,549.9 performance shares and 9,604.545 phantom share units, as well as 85,882.517 shares of common stock held directly and 9,530.311 shares held through a 401(k) plan, were all reported as dispositions to the issuer, leaving no remaining TEGNA holdings.

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TEGNA Inc. executive Alex J. Tolston reported the disposition of his remaining TEGNA equity in connection with the company’s merger with Nexstar. On March 19, 2026, his time-based restricted stock units and performance shares tied to TEGNA common stock were cancelled and converted into the right to receive $22.00 per underlying share in cash, as specified in the merger agreement.

Common shares held directly and through a 401(k) plan were also disposed of to the issuer at $22.00 per share, consistent with the merger consideration. Following these transactions, the Form 4 shows Tolston with zero TEGNA common shares and zero related derivative awards remaining.

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TEGNA Inc. submitted a Form 25 notification to remove its Common Stock from listing and registration on the New York Stock Exchange. The filing states the Exchange complied with 17 CFR 240.12d2-2 and that the issuer complied with exchange rules governing a voluntary withdrawal.

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Filing
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TEGNA Inc. reports that it has been acquired by Nexstar through a merger completed on March 19, 2026, making TEGNA a wholly owned subsidiary of Nexstar Media Inc. Each share of TEGNA common stock outstanding immediately before closing was converted into the right to receive $22.00 in cash, without interest, except for specified excluded and appraisal shares.

Equity awards granted before August 18, 2025 vested and were paid in the same cash consideration, while later TEGNA RSU and PSU awards were converted into Nexstar time‑based RSUs using a value ratio tied to the merger price and Nexstar’s volume‑weighted average share price. Nexstar’s subsidiary also launched a cash tender offer for any and all of TEGNA’s 5.000% Senior Notes due 2029 and obtained noteholder consents to amend the indenture via a Sixteenth Supplemental Indenture that becomes operative only if the tender offer settles.

Following the acquisition, TEGNA requested that its common stock be suspended and delisted from the New York Stock Exchange and plans to terminate its SEC registration and reporting obligations. All pre‑merger TEGNA directors and several officers resigned, and Nexstar‑affiliated directors and officers were installed. TEGNA’s certificate of incorporation and bylaws were also amended and restated at the effective time of the merger.

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FAQ

How many Tegna (TGNA) SEC filings are available on StockTitan?

StockTitan tracks 51 SEC filings for Tegna (TGNA), including 10-K annual reports, 10-Q quarterly reports, 8-K current reports, and Form 4 insider trading disclosures. Each filing includes AI-generated summaries, impact scoring, and sentiment analysis.

When was the most recent SEC filing for Tegna (TGNA)?

The most recent SEC filing for Tegna (TGNA) was filed on March 23, 2026.