AWARD AGREEMENT STOCK UNITSAward Agreement • August 6th, 2019 • Tegna Inc • Television broadcasting stations • Delaware
This Award Agreement and the enclosed Terms and Conditions effective as of April 25, 2019, constitute the formal agreement governing this award.
STOCK PURCHASE AGREEMENTStock Purchase Agreement • August 6th, 2019 • Tegna Inc • Television broadcasting stations • Ohio
THIS STOCK PURCHASE AGREEMENT (this “Agreement”) is made as of June 10, 2019, by and among (a) the trustees (the “Voting Trustees”) under The Dispatch Printing Company Voting Trust Agreement dated as of December 8, 1922, as thereafter amended and extended (the “Voting Trust”), solely in their capacity as Voting Trustees and not individually, (b) each of the other Stockholders (as defined herein) of the Company (as defined herein) identified on Schedule 2.2(a) (together with the Voting Trustees, each a “Seller” and collectively, “Sellers”), (c) Michael J. Fiorile, not individually, but solely in his capacity as representative of the Sellers pursuant to ARTICLE 12 (“Stockholder Representative”), (d) WBNS TV, Inc., an Ohio corporation and its Subsidiaries (as defined herein) (together, the “Company”), and (e) TEGNA Inc., a Delaware corporation (“Buyer”). For the purposes of this Agreement, Sellers, the Stockholder Representative, the Company and Buyer each may be referred to as a “Party”
AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • August 6th, 2019 • Tegna Inc • Television broadcasting stations • Ohio
This AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made as of June 10, 2019, by and among (a) RadiOhio Incorporated, an Ohio corporation (the “Company”), (b) TEGNA Inc., a Delaware corporation (“Parent”), (c) Radio Acquisition Corp., a Delaware corporation (“Merger Sub”), and (d) Michael J. Fiorile, not individually, but solely in his capacity as representative of the holders of Common Stock of the Company (the “Stockholders”) pursuant to ARTICLE 12 (“Stockholder Representative”). For the purposes of this Agreement, the Company, Parent, and Merger Sub each may be referred to as a “Party” and together as the “Parties.”
