SSP 10-K Annual Report Dec. 31, 2022 | Alphaminr

SSP 10-K Fiscal year ended Dec. 31, 2022

E.W. SCRIPPS CO
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TABLE OF CONTENTS
Part IItem 1. BusinessItem 1A. Risk FactorsItem 1B. Unresolved Staff CommentsItem 2. PropertiesItem 3. Legal ProceedingsItem 4. Mine Safety DisclosuresPart IIItem 5. Market For Registrant S Common Equity, Related Stockholder Matters and Issuer Purchases Of Equity SecuritiesItem 6. [reserved]Item 7. Management S Discussion and Analysis Of Financial Condition and Results Of OperationsItem 7A. Quantitative and Qualitative Disclosures About Market RiskItem 8. Financial Statements and Supplementary DataItem 9. Changes in and Disagreements with Accountants on Accounting and Financial DisclosureItem 9A. Controls and ProceduresItem 9B. Other InformationPart IIIItem 10. Directors, Executive Officers and Corporate GovernanceItem 11. Executive CompensationItem 12. Security Ownership Of Certain Beneficial Owners and Management and Related Stockholder MattersItem 13. Certain Relationships and Related Transactions, and Director IndependenceItem 14. Principal Accounting Fees and ServicesPart IVItem 15. Exhibits and Financial Statement SchedulesItem 16. Form 10-k Summary

Exhibits

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 8-K 000-16914 99.03 2/17/2009 3.02 Amended and Restated Code of Regulations of The E.W. Scripps Company 8-K 000-16914 10.02 5/10/2007 3.03 Amendment to Amended Articles of Incorporation of The E. W. Scripps Company 8-K 000-16914 3.1 3/11/2015 3.04 Amendment to Articles of Incorporation 8-K 001-10701 4.2 1/4/2021 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 10.01 The E.W. Scripps Company 2010 Long-Term Incentive Plan (Amended and Restated as of May 6, 2019) 10-K 001-10701 10.01 12/31/2019 10.02 Amendment No. 1 to The E.W. Scripps Company 2010 Long-Term Incentive Plan 10-Q 000-16914 10.02 9/30/2017 10.03 Form of Independent Director Nonqualified Stock Option Agreement 8-K 000-16914 10.03B 2/9/2005 10.04 The E.W. Scripps Company Executive Annual Incentive Plan 10-K 001-10701 10.04 12/31/2019 10.05 Scripps Executive Severance and Change in Control Plan (Effective as of February 25, 2020) * 001-10701 10.05 12/31/2022 10.06 Second Amended and Restated Scripps Family Agreement SC 13D/A 005-43473 99.1 4/5/2021 10.07 1997 Deferred Compensation and Stock Plan for Directors, as amended 8-K 000-16914 10.61 5/8/2008 10.08 Scripps Supplemental Executive Retirement Plan as Amended and Restated effective February 23, 2015 10-Q 000-16914 10.10 9/30/2017 10.09 Employment Agreement between the Company and Adam P. Symson 8-K 001-10701 10.1 8/2/2022 10.10 Scripps Executive Deferred Compensation Plan, Amended and Restated as of February 23, 2015 10-Q 000-16914 10.14 9/30/2017 10.11 The E.W. Scripps Company Restricted Share Unit Agreement (Non-Employee Directors) 10-Q 000-16914 10.15 9/30/2017 10.12 Employee Restricted Share Unit Agreement 10-Q 000-16914 10.16 9/30/2017 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 5.125% Senior Notes due 2025 Purchase Agreement dated April 20, 2017 8-K 000-16914 10.1 4/20/2017 10.16 Indenture dated as of April 28, 2017 8-K 000-16914 10.1 4/28/2017 10.17 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 and the Sixth Amendment, dated as of January 7, 2021) 8-K 001-10701 10.1 1/4/2021 10.18 Indenture dated as of July 26, 2019 8-K 001-10701 10.1 7/26/2019 10.19 Secured Senior Notes Indenture dated as of December 30, 2020 8-K 001-10701 10.1 12/30/2020 10.20 Unsecured Senior Notes Indenture dated as of December 30, 2020 8-K 001-10701 10.2 12/30/2020 10.21 Securities Purchase Agreement, by and between The E.W. Scripps Company and Berkshire Hathaway, Inc., dated September 23, 2020 8-K 001-10701 10.2 9/23/2020 10.22 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 * 001-10701 14 12/31/2022 21 Subsidiaries of the Company * 23 Consent of Independent Registered Public Accounting Firm * 31(a) Section302 Certifications * 31(b) Section302 Certifications * 32(a) Section906 Certifications * 32(b) Section906 Certifications *