UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 7)*

TEGNA Inc.

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(Name of Issuer)

Common Stock

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(Title of Class of Securities)

87901J105

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(CUSIP Number)

Joseph Mause

Standard General L.P.

Tel. No.: 212-257-4701

(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)

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(Date of Event which Requir es Filing of this Statement)

 

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. [  ]

 

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7 for other parties to whom copies are to be sent.

 

* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

 

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

1	NAMES OF REPORTING PERSONS
	Standard General L.P.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP			(a)	☐
				(b)	☐
3	SEC USE ONLY
4	SOURCE OF FUNDS (SEE INSTRUCTIONS)
	AF
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)				☐
6	CITIZENSHIP OR PLACE OF ORGANIZATION
	Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		7	SOLE VOTING POWER
			0
		8	SHARED VOTING POWER
			17,605,875
		9	SOLE DISPOSITIVE POWER
			0
		10	SHARED DISPOSITIVE POWER
			17,605,875
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	17,605,875
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)				☐
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
	8.1%
14	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	IA

This Amendment No. 7 to Schedule 13D relates to shares of common stock, par value $1.00 per share (the “Common Stock”) of TEGNA Inc., a Delaware corporation (the “Issuer” or the “Company”).  This Amendment No. 7 is being filed by each of the Reporting Persons to amend the Schedule 13D (the “Initial Schedule 13D”) that was originally filed on September 30, 2019, as amended by Amendment No. 1 filed on January 15, 2020, Amendment No. 2 filed on March 18, 2020, Amendment No. 3 filed on March 31, 2020, Amendment No. 4 filed on April 3, 2020, Amendment No. 5 filed on April 24, 2020, and Amendment No. 6 filed on June 4, 2020  (“Amendment No. 6”) (collectively, as amended by this Amendment No. 7, the “Schedule 13D”).

Except as specifically provided herein, this Amendment No. 7 does not modify any of the information previously reported in the Schedule 13D.  Unless otherwise indicated, all capitalized terms used herein but not defined herein shall have the same meanings as in the Initial Schedule 13D.  This Amendment No. 7 is being filed to amend and supplement Items 4, 5, 6 and 7 of the Schedule 13D as set forth below.

 

As a result of the transactions described in Item 4, as of June 11, 2020, the Reporting Persons (i) have shared voting power and shared dispositive power over 17,605,875 shares of Common Stock and (ii) beneficially own in the aggregate 17,605,875 shares of Common Stock, representing 8.1% of the total outstanding shares of  Common Stock.

The percentage calculations herein are based upon the Form 10-Q filed by the Issuer with the Securities and Exchange Commission on May 11, 2020, in which the Issuer indicated that, as of April 30, 2020, there were 218,530,133 shares of Common Stock outstanding.

SIGNATURE

 

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

 

Date:   June 11, 2020

 

This Schedule I lists all transactions in shares of Common Stock by the Reporting Persons since the date of the Amendment No. 6 to the Initial Schedule 13D.

Nature of Transaction	Trade Date	Shares Purchased/(Sold)	Price Per Share (1)	Total Price (1)
Sale of Common Shares	06/04/2020	(378,857)	$12.3221	$    4,668,313.84
Sale of Common Shares	06/04/2020	(458,257)	$12.2894	$    5,631,703.58
Sale of Common Shares	06/04/2020	(899,598)	$12.3069	$  11,071,262.63
Sale of Common Shares	06/05/2020	(100,000)	$12.9802	$    1,298,020.00
Sale of Common Shares	06/05/2020	(113,288)	$12.9522	$    1,467,328.83
Sale of Common Shares	06/08/2020	(129,000)	$13.0322	$    1,681,153.80
Sale of Common Shares	06/08/2020	(100,000)	$13.0061	$    1,300,610.00
Sale of Common Shares	06/09/2020	(217,784)	$12.3846	$    2,697,167.73
Sale of Common Shares	06/09/2020	(346,182)	$12.4127	$    4,297,053.31
Sale of Common Shares	06/10/2020	(552,693)	$11.95	$    6,604,681.35
Sale of Common Shares	06/10/2020	(250,000)	$11.99	$    2,997,500.00
Sale of Common Shares	06/10/2020	(134,043)	$11.9777	$    1,605,526.84
Sale of Common Shares	06/11/2020	(30,000)	$11.0972	$       332,916.00
Sale of Common Shares	06/11/2020	(173,750)	$11.1128	$    1,930,849.00
Sale of Common Shares	06/11/2020	(226,152)	$10.9704	$    2,480,977.90