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. filings document the company's transition from an NYSE-listed public media company to a wholly owned subsidiary of Nexstar Media Group. The formal record includes Form 25 removal of TEGNA common stock from NYSE listing and registration and Form 15 termination or suspension of Exchange Act reporting obligations for its common stock.
Earlier 8-K filings cover material-event disclosures, material agreements, shareholder voting matters, capital-structure items, governance updates, risk factors, and operating and financial results. The filings also identify TEGNA's common stock as the registered security class involved in the delisting and deregistration process.
TEGNA SVP and CFO Julie Heskett reported the cancellation of her TE GNA equity awards and shares in connection with the company’s merger with Nexstar Media Group. Under the merger agreement, each share of TEGNA common stock was converted into the right to receive $22.00 in cash.
The filing shows dispositions back to the issuer of 75,911 restricted stock units, 100,823.5 performance shares, and 8,705.447 phantom share units, each tied to TEGNA common stock. It also reports issuer dispositions of 117,227.774 common shares held directly and 10,590.271 common shares held indirectly through a 401(k) plan, leaving no TEGNA shares or related awards reported as outstanding.
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.
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.
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.
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.
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.
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.
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.
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.