SEC FORM 3 SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
 
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1. Name and Address of Reporting Person*
Standard General L.P.

(Last) (First) (Middle)
767 FIFTH AVENUE
12TH FLOOR

(Street)
NEW YORK NY 10153

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
04/02/2020
3. Issuer Name and Ticker or Trading Symbol
TEGNA INC [ TGNA ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock, $1.00 par value 20,715,479 I See Footnote(1)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Swap for Common Stock - Right to Buy (2) 04/22/2021 Common Stock 1,000,000 12.6 I See Footnote(1)
Swap for Common Stock - Right to Buy (2) 04/22/2021 Common Stock 1,000,000 13.2783 I See Footnote(1)
Swap for Common Stock - Right to Buy (2) 04/22/2021 Common Stock 1,000,000 12.9914 I See Footnote(1)
Swap for Common Stock - Right to Buy (2) 04/22/2021 Common Stock 1,000,000 10.5883 I See Footnote(1)
Swap for Common Stock - Right to Buy (2) 04/22/2021 Common Stock 1,000,000 10.8248 I See Footnote(1)
1. Name and Address of Reporting Person*
Standard General L.P.

(Last) (First) (Middle)
767 FIFTH AVENUE
12TH FLOOR

(Street)
NEW YORK NY 10153

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Kim Soohyung

(Last) (First) (Middle)
767 FIFTH AVENUE
12TH FLOOR

(Street)
NEW YORK NY 10153

(City) (State) (Zip)
Explanation of Responses:
1. The securities reported herein are beneficially owned by Standard General L.P. ("Standard General") in its capacity as investment manager to private investment vehicles. Mr. Kim is a director of the general partner of the general partner of Standard General and Chief Investment Officer of Standard General, and in such capacities may be deemed to indirectly beneficially own the securities reported herein. Each of the Reporting Persons disclaims beneficial ownership of the shares reported herein except to the extent of its or his pecuniary interest in such shares, and the inclusion of such securities in this report shall not be deemed an admission of beneficial ownership for purposes of Section 16 or for any other purpose.
2. The Reporting Persons entered into equity swap agreements with unaffiliated financial institutions ("FI"), each of which are exercisable at any time by the Reporting Persons or the applicable FI prior to, or automatically settled on, the Expiration Date. Under each agreement, upon exercise or settlement thereof, (i) such FI will be obligated to pay to the Reporting Persons the aggregate market value of the shares of Common Stock subject to the agreement or, at the election of the Reporting Persons, deliver such shares; and (ii) the Reporting Persons will be obligated to pay such FI the Exercise Price per share for each share of Common Stock subject to the agreement. A portion of the dividends paid on the shares of Common Stock subject to the agreement prior to the exercise or settlement thereof will be paid by the FI to the Reporting Persons, and the Reporting Persons also will pay to the FI "interest" on the Exercise Price of the shares of Common Stock subject to the agreement.
/s/ Standard General L.P. by Joseph Mause, Chief Financial Officer 04/07/2020
/s/ Soohyung Kim 04/07/2020
** 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 5 (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).
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