Initial Statement of Beneficial Ownership (3)
November 26 2019 - 5:03PM
Edgar (US Regulatory)
FORM 3
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0104
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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
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Sack Polly Grunfeld |
2. Date of Event Requiring Statement (MM/DD/YYYY)
11/19/2019
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3. Issuer Name and Ticker or Trading Symbol
Gannett Co., Inc. [GCI]
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(Last)
(First)
(Middle)
7950 JONES BRANCH DRIVE |
4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
_____ Director _____ 10% Owner
___X___ Officer (give title below) _____ Other (specify below)
General Counsel / |
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(Street)
MCLEAN, VA 22107
(City)
(State)
(Zip)
| 5. If Amendment, Date Original Filed(MM/DD/YYYY)
| 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Beneficially Owned
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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 | 41193 (1) | D | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 4) | 2. Date Exercisable and Expiration Date
(MM/DD/YYYY) | 3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form of Derivative Security: 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 |
| Common Stock Warrants (Right to Buy) | 11/26/2013 | 11/26/2023 | Common Stock | 1020 | $46.35 | D | |
| Explanation of Responses: |
| (1) | Includes (i) 11,770 shares of common stock held directly and (ii) the unvested portion of restricted common stock grants made on 2/20/17, 2/26/18 and 2/19/19. The grants of restricted common stock vest as follows: 6,099 shares vesting on 2/19/20, 2,944 shares vesting on 2/20/20, 4,076 shares vesting on 2/26/20, 6,099 shares vesting on 2/19/21, 4,088 shares vesting on 2/26/21 and 6,117 shares vesting on 2/19/22. |
Remarks:
On November 19, 2019, pursuant to the Agreement and Plan of Merger, dated as of August 5, 2019, among New Media Investment Group Inc. (now known as Gannett Co., Inc.) ("Gannett"), Gannett Co., Inc. (now known as Gannett Media Corp.) ("Old Gannett"), Arctic Holdings LLC (now known as Gannett Holdings LLC) and Arctic Acquisition Corp. ("Merger Sub"), Merger Sub was merged with and into Old Gannett (the "Merger"). This report reflects the beneficial ownership of the reporting person immediately prior to the consummation of the Merger and does not include the securities of Gannett acquired by the reporting person upon the consummation of the Merger. The reporting person will file a Form 4 reporting the acquisition of Gannett securities in connection with the consummation of the Merger, if any. |
Reporting Owners
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| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
Sack Polly Grunfeld
7950 JONES BRANCH DRIVE
MCLEAN, VA 22107 |
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| General Counsel |
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Signatures
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| /s/ Polly Grunfeld Sack | | 11/26/2019 |
| **Signature of Reporting Person | Date |
New Media Investment (PK) (USOTC:NWDVW)
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