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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| OMB APPROVAL |
| OMB Number: |
3235-0104 |
| Estimated average burden |
| hours per response: |
0.5 |
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1. Name and Address of Reporting Person*
| C/O TEGNA INC. |
| 8350 BROAD STREET, SUITE 2000 |
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year)
10/21/2024
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3. Issuer Name and Ticker or Trading Symbol
TEGNA INC
[ TGNA ]
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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Director |
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10% Owner |
 |
Officer (give title below) |
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Other (specify below) |
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SVP and Chief Legal Officer
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5. If Amendment, Date of Original Filed
(Month/Day/Year)
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6. Individual or Joint/Group Filing (Check Applicable Line)
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Form filed by One Reporting Person |
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Form filed by More than One Reporting Person |
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| Table I - Non-Derivative Securities Beneficially Owned |
|---|
| 1. Title of Security (Instr.
4)
|
2.
Amount of Securities Beneficially Owned (Instr.
4)
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3. Ownership Form: Direct (D) or Indirect (I) (Instr.
5)
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4. Nature of Indirect Beneficial Ownership (Instr.
5)
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Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
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|---|
| 1. Title of Derivative Security (Instr.
4)
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2. Date Exercisable and Expiration Date
(Month/Day/Year) |
3. Title and Amount of Securities Underlying Derivative Security (Instr.
4)
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4. Conversion or Exercise Price of Derivative Security
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5. Ownership Form: Direct (D) or Indirect (I) (Instr.
5)
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6. Nature of Indirect Beneficial Ownership (Instr.
5)
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| Date Exercisable |
Expiration Date |
Title |
Amount or Number of Shares |
| Explanation of Responses: |
| Remarks: |
|
| No securities are beneficially owned. |
|
/s/ Alex J. Tolston |
10/24/2024 |
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** 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). |
| 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. |
Exhibit 24
LIMITED POWER OF ATTORNEY
October 24, 2024
Know all by these presents, that the undersigned hereby makes, constitutes and
appoints Marc Sher as the undersigned's true and lawful attorney-in-fact, with
full power and authority as hereinafter described on behalf of and in the name,
place and stead of the undersigned to:
1. Prepare, execute, acknowledge, deliver and file Forms 144, Schedules 13G or
13D, and Forms 3, 4, and 5 (including any amendments thereto), including
applications for Form ID, and any actions or documents necessary to facilitate
the timely filing of notices of proposed sales and beneficial ownership reports,
with respect to the securities of TEGNA Inc., a Delaware corporation (the
"Company"), with the United States Securities and Exchange Commission, any
national securities exchanges and the Company, as considered necessary or
advisable under Rule 144 promulgated under the Securities Act of 1933, as
amended from time to time (the "Securities Act") and/or Sections 13(d) and 16(a)
of the Securities Exchange Act of 1934 and the rules and regulations promulgated
thereunder, as amended from time to time (the "Exchange Act");
2. Seek or obtain, as the undersigned's representative and on the undersigned's
behalf, information on transactions in the Company's securities from any third
party, including brokers, employee benefit plan administrators and trustees, and
the undersigned hereby authorizes any such person to release any such
information to the undersigned and approves and ratifies any such release of
information; and
3. Perform any and all other acts which in the discretion of the
attorney-in-fact are necessary or desirable for and on behalf of the undersigned
in connection with the foregoing.
The undersigned acknowledges that:
1. This Limited Power of Attorney authorizes, but does not require, the
attorney-in-fact to act in his discretion on information provided to such
attorney-in-fact without independent verification of such information;
2. Any documents prepared and/or executed by the attorney-in-fact on behalf of
the undersigned pursuant to this Limited Power of Attorney will be in such form
and will contain such information and disclosure as such attorney-in-fact, in
his discretion, deems necessary or desirable;
3. Neither the Company nor the attorney-in-fact assumes (i) any liability for
the undersigned's responsibility to comply with the requirements of the Exchange
Act, (ii) any liability of the undersigned for any failure to comply with such
requirements, or (iii) any obligation or liability of the undersigned for profit
disgorgement under Section 13 or 16 of the Exchange Act; and
4. This Limited Power of Attorney does not relieve the undersigned from
responsibility for compliance with the undersigned's obligations under the
Securities Act or the Exchange Act, including without limitation the reporting
requirements under Rule 144 under the Securities Act or Sections 13(d) and 16 of
the Exchange Act. The undersigned hereby gives and grants the attorney-in-fact
full power and authority to do and perform all and every act and thing
whatsoever requisite, necessary or appropriate to be done in and about the
foregoing matters as fully to all intents and purposes as the undersigned might
or could do if present, hereby ratifying all that such attorney-in-fact of, for
and on behalf of the undersigned, shall lawfully do or cause to be done by
virtue of this Limited Power of Attorney.
This Limited Power of Attorney shall remain in full force and effect until
revoked by the undersigned in a signed writing delivered to the
attorney-in-fact.
IN WITNESS WHEREOF, the undersigned hereto has caused this Limited Power of
Attorney to be duly executed as of the day and year first above written.
By: /s/ Alex J. Tolston
___________________
Name: Alex J. Tolston
