Extracted from this filing and checked against the source text.
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.9
TEGNA INC: Amended and restated the Bylaws as the Amended and Restated Bylaws at the effective time of the merger.
- Change
- bylaw amendment
Exact text from the filing
the Company’s Bylaws, as in effect immediately prior to the Effective Time, were amended and restated in its entirety as the Amended and Restated Bylaws of the Company (the “Bylaws”).
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Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.9
TEGNA INC: Amended and restated the Fifth Restated Certificate of Incorporation into the Sixth Amended and Restated Certificate of Incorporation at the effective time of the merger.
- Change
- charter amendment
Exact text from the filing
the Company’s Fifth Restated Certificate of Incorporation, as in effect immediately prior to the Effective Time, was amended and restated in its entirety as the Sixth Amended and Restated Certificate of Incorporation of the Company (the “Charter”).
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M&A Transactions
SEC 8-K Item 2.01/5.01
confidence 0.99
TEGNA INC underwent a change of control involving Nexstar Media Group, Inc. for Merger Sub merged with and into TEGNA, with TEGNA continuing as the surviving corporation and a wholly owned subsidiary of Nexstar Media Inc. (closed 2026-03-19).
- Action
- change of control
- Counterparty
- Nexstar Media Group, Inc.
- Consideration
- Merger Sub merged with and into TEGNA, with TEGNA continuing as the surviving corporation and a wholly owned subsidiary of Nexstar Media Inc.
- Closing
- 2026-03-19
Exact text from the filing
On March 19, 2026 (the "Closing Date"), TEGNA Inc. ("TEGNA" or the "Company"), Nexstar Media Group, Inc., a Delaware corporation ("Nexstar") and Teton Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Nexstar ("Merger Sub"), completed the transactions contemplated by the previously announced Agreement and Plan of Merger, dated as of August 18, 2025 (the "Merger Agreement"), by and among the Company, Nexstar and Teton Merger Sub.
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Material Agreements
SEC 8-K Item 1.01/1.02
confidence 0.9
TEGNA INC amended Sixteenth Supplemental Indenture with U.S. Bank Trust Company, National Association (effective 2026-03-19).
- Action
- amendment
- Agreement
- notes offering
- Counterparty
- U.S. Bank Trust Company, National Association
- Effective
- 2026-03-19
Exact text from the filing
the Company and U.S. Bank Trust Company, National Association, as successor in interest to U.S. Bank National Association, as the trustee for the Notes, entered into a Sixteenth Supplemental Indenture with respect to the Notes, dated as of March 19, 2026 (the "Sixteenth Supplemental Indenture"), amending and supplementing the applicable Indenture governing the Notes.
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