SEC 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
|Estimated average burden|
|hours per response:
1. Name and Address of Reporting Person*
|C/O MIRAMAR SERVICES, INC.|
|250 GRANDVIEW AVE., SUITE 400|
2. Date of Event Requiring Statement
3. Issuer Name and Ticker or Trading Symbol
E.W. SCRIPPS Co
[ SSP ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
||Officer (give title below)
||Other (specify below)
5. If Amendment, Date of Original Filed
6. Individual or Joint/Group Filing (Check Applicable Line)
||Form filed by One Reporting Person
||Form filed by More than One Reporting Person
|Table I - Non-Derivative Securities Beneficially Owned|
|1. Title of Security (Instr.
Amount of Securities Beneficially Owned (Instr.
||3. Ownership Form: Direct (D) or Indirect (I) (Instr.
||4. Nature of Indirect Beneficial Ownership (Instr.
|Class A Common Shares, $.01 par value per share
|Common Voting Shares, $.01 par value per share
Table II - Derivative Securities Beneficially Owned|
(e.g., puts, calls, warrants, options, convertible securities)
|1. Title of Derivative Security (Instr.
||2. Date Exercisable and Expiration Date
||3. Title and Amount of Securities Underlying Derivative Security (Instr.
||4. Conversion or Exercise Price of Derivative Security
||5. Ownership Form: Direct (D) or Indirect (I) (Instr.
||6. Nature of Indirect Beneficial Ownership (Instr.
||Amount or Number of Shares
|Explanation of Responses:|
||/s/ Tracy Tunney Ward on behalf of Miramar Services, Inc. as Attorney-in-Fact for Adam R. Scripps Trust u/a dated October 5, 1992, as thereafter amended & restated
||** Signature of Reporting Person
|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,
|** Intentional misstatements or omissions of facts constitute Federal Criminal Violations
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,
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.|
JOINT FILING AGREEMENT AND POWER OF ATTORNEY
The undersigned hereby agrees, pursuant to Rule 13d-1(k)(1) under the Securities
Exchange Act of 1934, as amended (the "Exchange Act"), that a Joint Schedule 13D
or Schedule 13G and any amendment thereto be filed on behalf of each signatory
to the Second Amended & Restated Scripps Family Agreement, dated March 26, 2021,
as amended, in respect of the Class A Common Shares of The E. W. Scripps Company
Know all by these present, that the undersigned does hereby constitute and
appoint Miramar Services, Inc., Janet A. Spreen, Samuel Toth, Charlotte Pasiadis
and Tracy T. Ward, and each of them, as the undersigned's true and lawful
attorneys-in-fact and agents to do any and all things, and execute any or all
instruments which, after the advice of counsel, said attorneys and agents may
deem necessary and advisable to enable the undersigned to comply with the
Exchange Act and any rules and regulations and requirements of the Securities
and Exchange Commission ("SEC") in connection with the Scripps Family Agreement
among the undersigned, EWSCO and certain other parties, including specifically,
but without limitation thereof, power of attorney to sign the undersigned's name
to a Form ID, Schedule 13D or 13G and any amendments thereto, or a Form 144,
Form 3, Form 4 or Form 5 and any amendments thereto, to be filed with the SEC in
respect of the shares of capital stock of EWSCO; and the undersigned does hereby
ratify and confirm all that any of said attorneys and agents shall do or cause
to be done by virtue hereof.
Executed on this 26th day of October, 2022.
Adam R. Scripps Trust u/a dated October 5, 1992, as thereafter amended and
By: /s/Paul D. Quandt
Name: Paul D. Quandt, on behalf of Miramar Fiduciary Corporation, as Trustee