EW SCRIPPS Co
For the period ended Dec 31, 2023. Filed Feb 23, 2024.
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FY2023 · Filed Feb 23, 2024
Extracted filing text, with the paragraph anchors used by the comparison.
See the whole filing, with its images and exhibitsContents
Item 16. Form 10-K Summary
None.
Index to Consolidated Financial Statement Schedules
| Exhibit Number | Exhibit Description | Form | File Number | Exhibit | Report Date |
|---|---|---|---|---|---|
| 2.01 | Agreement and Plan of Merger by and among The E.W. Scripps Company, Scripps Media, Inc., Scripps Faraday, Inc., ION Media Networks, Inc., and BD ION Equityholder Rep LLC, dated September 23, 2020 | 8-K/A | 001-10701 | 2.1 | 9/23/2020 |
| 3.01 | Amended Articles of Incorporation of The E.W. Scripps Company | 10-Q | 001-10701 | 3.05 | 3/31/2023 |
| 3.02 | Amended and Restated Code of Regulations of The E.W. Scripps Company | 8-K | 000-16914 | 10.02 | 5/10/2007 |
| 4.01 | Warrant Agreement dated January 7, 2021, by and between The E.W. Scripps Company and Berkshire Hathaway, Inc. | 8-K | 001-10701 | 4.1 | 1/4/2021 |
| 4.02 | First Amendment to Warrant Agreement dated as of May 14, 2021 | 8-K | 001-10701 | 4.2 | 5/14/2021 |
| 4.03 | Description of Capital Stock of Scripps | 10-Q | 001-10701 | 4.03 | 3/31/2023 |
| 10.01 | The E.W. Scripps Company 2023 Long-Term Incentive Plan | DEF 14A | 001-10701 | Appendix | 3/17/2023 |
| 10.02 | Form of Independent Director Nonqualified Stock Option Agreement | 8-K | 000-16914 | 10.03B | 2/9/2005 |
| 10.03 | The E.W. Scripps Company Executive Annual Incentive Plan | 10-K | 001-10701 | 10.04 | 12/31/2019 |
| 10.04 | Scripps Executive Severance and Change in Control Plan (Effective as of February 25, 2020) | 10-K | 001-10701 | 10.05 | 12/31/2022 |
| 10.05 | Second Amended and Restated Scripps Family Agreement | SC 13D/A | 005-43473 | 99.1 | 4/5/2021 |
| 10.06 | 1997 Deferred Compensation and Stock Plan for Directors, as amended | 8-K | 000-16914 | 10.61 | 5/8/2008 |
| 10.07 | Scripps Supplemental Executive Retirement Plan as Amended and Restated effective February 23, 2015 | 10-Q | 000-16914 | 10.10 | 9/30/2017 |
| 10.08 | Employment Agreement between the Company and Adam P. Symson | 8-K | 001-10701 | 10.1 | 8/2/2022 |
| 10.09 | Scripps Executive Deferred Compensation Plan, Amended and Restated as of February 23, 2015 | 10-Q | 000-16914 | 10.14 | 9/30/2017 |
| 10.10 | The E.W. Scripps Company Restricted Share Unit Agreement (Non-Employee Directors) | * | |||
| 10.11 | Employee Restricted Share Unit Agreement | * | |||
| 10.12 | The E.W. Scripps Company Restricted Share Unit Agreement (Executive Officers) | * | |||
| 10.13 | CEO Performance-Based Restricted Share Unit Agreement | 8-K | 001-10701 | 10.2 | 8/2/2022 |
| 10.14 | CEO Time-Based Restricted Share Unit Agreement | 8-K | 001-10701 | 10.3 | 8/2/2022 |
| 10.15 | Third Amended and Restated Credit Agreement dated as of April 28, 2017 (as amended by the First Amendment, dated as of October 2, 2017, the Second Amendment, dated as of April 3, 2018, the Third Amendment, dated as of November 20, 2018 and the Fourth Amendment, dated as of May 1, 2019, the Fifth Amendment, dated as of December 18, 2019, the Sixth Amendment, dated as of January 7, 2021, the Seventh Amendment, dated as of March 7, 2023 and the Eighth Amendment, dated as of July 31, 2023) | 10-Q | 001-10701 | 10.1 | 6/30/2023 |
| 10.16 | Indenture dated as of July 26, 2019 | 8-K | 001-10701 | 10.1 | 7/26/2019 |
| 10.17 | Secured Senior Notes Indenture dated as of December 30, 2020 | 8-K | 001-10701 | 10.1 | 12/30/2020 |
| 10.18 | Unsecured Senior Notes Indenture dated as of December 30, 2020 | 8-K | 001-10701 | 10.2 | 12/30/2020 |
| 10.19 | Securities Purchase Agreement, by and between The E.W. Scripps Company and Berkshire Hathaway, Inc., dated September 23, 2020 | 8-K | 001-10701 | 10.1 | 9/23/2020 |
| 10.20 | Registration Rights Agreement dated January 7, 2021, by and between The E.W. Scripps Company and Berkshire Hathaway, Inc. | 8-K | 001-10701 | 10.3 | 1/4/2021 |
| 14 | The E.W. Scripps Company Code of Business Conduct and Ethics for the Chief Executive Officer and Senior Financial Officers | 10-K | 001-10701 | 14 | 12/31/2022 |
| 19 | The E.W. Scripps Insider Trading Policy | * | |||
| 21 | Subsidiaries of the Company | * | |||
| 23 | Consent of Independent Registered Public Accounting Firm | * | |||
| 31(a) | Section 302 Certifications | * | |||
| 31(b) | Section 302 Certifications | * | |||
| 32(a) | Section 906 Certifications | * | |||
| 32(b) | Section 906 Certifications | * | |||
| 97 | The E.W. Scripps Company Compensation Recovery Policy | * | |||
| 101.INS | iXBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document | * | |||
| 101.SCH | Inline XBRL Taxonomy Extension Schema Document | * | |||
| 101.CAL | Inline XBRL Taxonomy Extension Calculation Linkbase Document | * | |||
| 101.DEF | Inline XBRL Taxonomy Extension Definition Linkbase Document | * | |||
| 101.LAB | Inline XBRL Taxonomy Extension Label Linkbase Document | * | |||
| 101.PRE | Inline XBRL Taxonomy Extension Presentation Linkbase Document | * | |||
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibits 101) | * | |||
- As filed herewith
Signatures
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| THE E. W. SCRIPPS COMPANY | ||
| Dated: February 23, 2024 | By: | /s/ Adam P. Symson |
|---|---|---|
| Adam P. Symson | ||
| President and Chief Executive Officer | ||
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant in the capacities indicated, on February 23, 2024.
| Signature | Title |
|---|---|
| /s/ Adam P. Symson | President and Chief Executive Officer |
| Adam P. Symson | (Principal Executive Officer) |
| /s/ Jason Combs | Chief Financial Officer |
| Jason Combs | (Principal Financial Officer) |
| /s/ Daniel W. Perschke | Senior Vice President, Controller |
| Daniel W. Perschke | (Principal Accounting Officer) |
| /s/ Marcellus W. Alexander, Jr. | Director |
| Marcellus W. Alexander, Jr. | |
| /s/ Charles L. Barmonde | Director |
| Charles L. Barmonde | |
| /s/ Kelly P. Conlin | Director |
| Kelly P. Conlin | |
| /s/ Lauren R. Fine | Director |
| Lauren R. Fine | |
| /s/ John W. Hayden | Director |
| John W. Hayden | |
| /s/ Burton Jablin | Director |
| Burton Jablin | |
| /s/ Raymundo H. Granado | Director |
| Raymundo H. Granado | |
| /s/ Leigh Radford | Director |
| Leigh Radford | |
| /s/ Monica O. Holcomb | Director |
| Monica O. Holcomb | |
| /s/ Kim Williams | Chair of the Board of Directors |
| Kim Williams | |
Index to Consolidated Financial Statement Information
| Item No. | Page | |
|---|---|---|
| 1. Management’s Discussion and Analysis of Financial Condition and Results of Operations | F-2 | |
| 2. Quantitative and Qualitative Disclosures About Market Risk | F-14 | |
| 3. Controls and Procedures (Including Management’s Report on Internal Control Over Financial Reporting) | F-14 | |
| 4. Reports of Independent Registered Public Accounting Firm (PCAOB ID No. 34) | F-16 | |
| 5. Consolidated Balance Sheets | F-19 | |
| 6. Consolidated Statements of Operations | F-20 | |
| 7. Consolidated Statements of Comprehensive Income (Loss) | F-21 | |
| 8. Consolidated Statements of Cash Flows | F-22 | |
| 9. Consolidated Statements of Equity | F-23 | |
| 10. Notes to Consolidated Financial Statements | F-24 |
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