Document


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20549




FORM 11-K



ANNUAL REPORT
PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934


(Mark one):

X
ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 2017

 
 TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from ______________ to _________________.

Commission file number 1-6961


A.    Full title of the plan and the address of the plan, if different from that of the issuer named below:

TEGNA    401(k) Savings Plan

B.    Name of issuer of the securities held pursuant to the plan and the address of its principal executive office:

TEGNA Inc.
7950 Jones Branch Drive
McLean, Virginia 22107-0150





TEGNA 401(k) SAVINGS PLAN
Table of Contents

 
        Page
 
 
Report of Independent Registered Public Accounting Firm
 
 
Audited Financial Statements
 
 
 
Statements of Net Assets Available for Benefits
Statement of Changes in Net Assets Available for Benefits
Notes to Financial Statements
 
 
Supplemental Schedules and Additional Information;
 
 
 
Schedule H, line 4a - Schedule of Delinquent Participant Contributions
Schedule H, line 4i - Schedule of Assets (Held at End of Year)
Schedule H, line 4j - Schedule of Reportable Transactions
 
 
Signature
 
 
Exhibit Index
 
 






Report of Independent Registered Public Accounting Firm
To the Plan Participants and the Plan Administrator of the TEGNA 401(k) Savings Plan
Opinion on the Financial Statements
We have audited the accompanying statements of net assets available for benefits of TEGNA 401(k) Savings Plan (the Plan) as of December 31, 2017 and 2016, and the related statement of changes in net assets available for benefits for the year ended December 31, 2017, and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the net assets available for benefits of the Plan at December 31, 2017 and 2016, and the changes in its net assets available for benefits for the year ended December 31, 2017, in conformity with U.S. generally accepted accounting principles.
Basis for Opinion
These financial statements are the responsibility of the Plan’s management. Our responsibility is to express an opinion on the Plan’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Plan in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Plan is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Plan’s internal control over financial reporting. Accordingly, we express no such opinion.
Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.
Supplemental Schedules
The accompanying supplemental schedules of delinquent participant contributions for the year ended December 31, 2017, assets (held at end of year) as of December 31, 2017, and reportable transactions for the year then ended have been subjected to audit procedures performed in conjunction with the audit of the Plan’s financial statements. The information in the supplemental schedules is the responsibility of the Plan’s management. Our audit procedures included determining whether the information reconciles to the financial statements or the underlying accounting and other records, as applicable, and performing procedures to test the completeness and accuracy of the information presented in the supplemental schedules. In forming our opinion on the information, we evaluated whether such information, including its form and content, is presented in conformity with the Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. In our opinion, the information is fairly stated, in all material respects, in relation to the financial statements as a whole.

/s/ Ernst & Young LLP

We have served as the Plan’s auditor since at least 1994, but we are unable to determine the specific year.

Tysons, Virginia
June 28, 2018



1



TEGNA 401(k) Savings Plan
Statements of Net Assets Available for Benefits

 
December 31,
 
2017
 
2016
 
 
 
 
Assets
 
 
 
Investments, at fair value
$
626,809,981

 
$
568,570,606

Investments, at contract value
22,176,422

 
26,355,026

Notes receivables from participants
4,594,570

 
4,987,961

Employer contributions receivable
983,418

 

Employee contributions receivable
605,884

 

Due from broker
273,158

 
454,085

Total Assets
$
655,443,433

 
$
600,367,678

 
 
 
 
Liabilities
 
 
 
Accrued expenses
$
137,852

 
$
50,248

Due to broker
38,540

 
163,655

Total Liabilities
$
176,392

 
$
213,903

 
 
 
 
Net Assets Available for Benefits
$
655,267,041

 
$
600,153,775

 
 
 
 

The accompanying notes are an integral part of these financial statements

2



TEGNA 401(k) Savings Plan
Statement of Changes in Net Assets Available for Benefits

 
Year Ended
 
December 31, 2017
 
 
Contributions:
 
  Employer, net
$
14,182,433

  Employee
22,583,728

  Rollover
3,093,566

Total contributions
39,859,727

 
 
Investment Income:
 
  Interest and dividends
9,782,679

  Net appreciation in fair value of investments
85,932,634

Total investment income
95,715,313

 
 
Interest income on notes receivable from participants
207,438

Other additions
240,852

Total additions
136,023,330

 
 
Benefits paid to participants
79,816,360

Administrative expenses
1,093,704

Total deductions
80,910,064

 
 
Change in net assets
$
55,113,266

 
 
Net assets available for benefits:
 
  Beginning of year
600,153,775

  End of year
$
655,267,041


The accompanying notes are an integral part of these financial statements


3



TEGNA 401(k) Savings Plan
Notes to Financial Statements

1.
Description of the Plan

General

The TEGNA 401(k) Savings Plan (the Plan) is a defined contribution plan which was established effective October 1, 1989. The Plan covers substantially all employees who are employed by TEGNA Inc. (the Company or the Plan Sponsor).
Employees that are scheduled to complete at least 1,000 hours of service are eligible to participate upon completion of an hour of service. Employees that are scheduled to work less than 1,000 hours of service over a year are eligible to participate in the Plan when they complete the 1,000 hours of service within a 12-month period. Certain collective bargaining agreements and personal service contracts may exclude or restrict some employee’s participation in the Plan. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974, as amended (ERISA).
The TEGNA Benefit Plans Committee (the Committee) is responsible for the general administration of the Plan. The Plan assets are held under trust agreements with Northern Trust Company and Vanguard Fiduciary Trust Company (the Trustees).
On December 7, 2016, the Plan was amended to change the frequency of the Company's “true up” of the employer matching contribution. Effective January 1, 2017, the “true up” will occur annually instead of quarterly in accordance with the matching contribution formula applicable to the Participant. The amendment also required participants to be employed as of the last day of the plan year to be eligible for the “true up” contribution.
On June 1, 2017, TEGNA completed its spin-off of Cars.com Inc. into its own separate publicly traded company. As a result of the spin-off and under the terms of that transaction, TEGNA shareholders retained their shares of TEGNA stock and each shareholder received one share of Cars.com stock for every three shares of TEGNA stock owned on the record date of May 18, 2017. In connection with the spin-off, the Plan was amended on May 3, 2017, to establish the Cars.com Stock Fund as an Investment Fund. Participants of the plan may not make any further contributions to the Cars.com Stock Fund, but can elect to move amounts invested in the Cars.com Stock Fund to other investments.
The Plan was amended on October 20, 2017 for technical changes, requested by the Internal Revenue Service (IRS), to participant eligibility for catch-up contributions and to acquisition loans in connection with the IRS review and issuance of a favorable determination letter.
The Plan was amended on November 7, 2017, to change the match for all match eligible participants to be 100% of the first 4% of compensation that a participant contributes. The Plan was further amended on December 12, 2017, to remove the 1,000 hours service eligibility requirement for participation in the plan and eliminates the three year service requirement to vest in the employer match. Both of these amendments are effective January 1, 2018.
The Plan was amended, effective December 17, 2017, to include participants of the Midwest Television, Inc. 401(k) plan (the Midwest Plan), which was acquired on February 15, 2018. Any participant with an account balance under the Midwest Plan may rollover their loan and account balance to the Plan within 60 days of the closing date of the Asset Purchase Agreement.
Participants should refer to the plan document for a more complete description of the Plan’s provisions.

Plan Benefits

Common stock of the Company is allocated to participants to the extent necessary to provide the matching contribution. All Plan participants, regardless of age or years of participation, can transfer at any time all or part of their employer match in the Company's stock to one or more of the other investment options.

Upon termination of an employee with vested benefits, the employee has the right to receive any TEGNA Inc. common shares in kind. Participants direct the investment of their contributions into various investment options offered by the Plan. The Plan currently offers 15 core investment options, the TEGNA Stock Fund, a suite of 12 target maturity funds and a self-directed brokerage account. The Plan allocates investment income

4



TEGNA 401(k) Savings Plan
Notes to Financial Statements (continued)

to participants’ accounts daily, based upon the relationship among their account balances at the end of each day. Participants are immediately vested in their contributions plus actual earnings thereon. Prior to January 1, 2018, participants generally become fully vested in the Company’s matching contribution after three years of service. The Plan was since amended on December 12, 2017 making all Company matching contributions made on or after January 1, 2018 immediately vested. At the discretion of the Committee, forfeitures can be utilized to reduce employer contributions or administrative expenses of the Plan. Forfeitures totaled $709 thousand for the year ended December 31, 2017, and were applied against employer contributions.

Upon termination of employment, disability or death, participants or their beneficiaries are generally eligible to receive their benefits in a lump sum. Limited hardship withdrawals and in-service distribution opportunities for eligible participants are also available for active employees.

Contributions

A participant may generally contribute, on a pre-tax basis or an after-tax basis, any whole percentage amount, up to 50 percent of plan eligible compensation for a payroll period. Participants may also contribute rollover amounts representing distributions from other qualified retirement plans. Additionally, an eligible participant who has attained age 50 before the close of the Plan Year shall be eligible to make tax-deferred catch-up contributions in accordance with, and subject to the limitations of Section 414(v) of the Internal Revenue Code (Code). However, employer matching contributions shall not be made on amounts treated as catch-up contributions.

The employer match is generally 100 percent of the first 5 percent of compensation that a participant contributes. Certain participants are only eligible for an employer match of 50 percent of the first 6 percent of compensation that a participant contributes. Participant contributions are subject to certain limitations. The Company can fund the employer match through purchases of the Company’s stock on the open market or through the use of existing treasury shares. The employer match is generally funded through open market purchases. Previously, participants in certain operating units received a cash matching contribution as stipulated in the Plan document. Employer match contributions in the Company’s stock totaled $14.2 million for the year ended December 31, 2017.

Participant Accounts

Each participant’s account is credited with the participant’s contributions, the Company’s contributions and allocations of plan earnings and is charged with an allocation of administrative expenses. Plan earnings are allocated based on the participant’s share of net earnings or losses of their respective elected investment options. Allocations of administrative expenses are based on participants’ account balances, as defined. The benefit to which a participant is entitled is the benefit that can be provided from the participant’s vested account.

Participant Loans

Under the terms of the Plan, generally participants may borrow from their accounts up to 50 percent of their vested account balance, excluding the Company matching contributions and their earnings, with a minimum loan of $1,000 up to a maximum of $50,000. The loans are secured by the balance in the participants’ accounts, generally bear interest at the prime rate plus 1%, and have maturities for a period not to exceed five years.

Plan Termination

Although the Company has not expressed any intent to do so, the Company has the right under the Plan to discontinue its contributions at any time and to terminate the Plan subject to the provisions of ERISA.

In the event of Plan termination, participants will become 100% vested in their accounts.

2.
Summary of Significant Accounting Policies

Basis of Accounting

The financial statements of the Plan are prepared on the accrual basis of accounting.

5




TEGNA 401(k) Savings Plan
Notes to Financial Statements (continued)

Use of Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates that affect the amounts reported in the financial statements, accompanying notes, and supplemental schedules. Actual results could differ from those estimates.

Payment of Benefits

Benefits are recorded when paid.

Investment Valuation and Income Recognition

The majority of investments included in the Plan are held at fair value. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (an exit price). See Note 6 for further discussion and disclosures related to fair value measurements.

The Plan also holds a synthetic guaranteed investment contract (synthetic GIC) which is valued at contract value since this contract meets the fully benefit-responsive investment contract criteria. Contract value is the relevant measure for a fully benefit-responsive investment because this represents the amount received by participants.

Contract value represents contributions made under the contract, plus interest at the contract rate, less funds to pay benefits and administrative expenses charged by the insurance company.

Synthetic GICs are comprised of the underlying assets which consist primarily of corporate bonds, agency bonds and U.S. Treasury notes, and a wrapper contract issued by a financially responsible third party. The issuer of the wrapper contract provides that the Trust may make withdrawals at contract value for benefit responsive requirements. The synthetic GIC is designed to reset the respective crediting rate on a periodic basis, typically quarterly. The net crediting rate reflects wrap fees paid to the contract issuers. The rate reset allows the contract value of the portfolio to converge to the fair value over time, assuming the fair value continues to earn the current portfolio yield for a period of time equal to the current portfolio duration.

Certain events limit the ability of the Plan to transact at contract value with the insurance company and the financial institution issuer. Such events include, but are not limited to: (i) significant amendments to the Plan documents or Plan’s administration; (ii) changes to the Plan’s prohibition on competing investment options by participating plans or deletion of equity wash provisions; (iii) complete or partial termination of the Plan or its merger with another plan; and (iv) the failure of the Plan or its trust to qualify for exemption from federal income taxes or any required prohibited transaction exemption under ERISA. The Plan administrator believes that the occurrence of any such event, which would limit the Plan’s ability to transact at contract value with participants, is not probable.

Synthetic GICs generally do not permit issuers to terminate the agreement prior to the scheduled maturity date. Circumstances that would allow such termination include, but are not limited to: (i) the Plan fails to furnish any information or documents required under the contract; or (ii) the Plan fails to qualify under applicable provision of the IRC. Wrap contracts generally are evergreen contracts that contain termination provisions. However, guidelines are intended to result in contract value equaling market value of the wrapped portfolio by such termination date.
 
Purchases and sales of securities are recorded on a trade-date basis. Dividend income is recorded on the ex-dividend date. Interest income is recorded on the accrual basis. The Statement of Changes in Net Assets Available for Benefits presents the net appreciation in the fair value of investments which consists of the realized gains or losses and the unrealized appreciation on investments bought and sold as well as held during the year.

Plan Expenses

Direct administrative expenses are charged to the participants’ accounts, as provided by the Plan’s provisions. Administrative expenses paid by the Plan include record-keeping and Trustee fees. The Company may elect to pay


6



TEGNA 401(k) Savings Plan
Notes to Financial Statements (continued)

for certain indirect expenses and such expenses are excluded from these financial statements. Expenses paid by the Plan are shown on the Statement of Changes in Net Assets Available for Benefits.

Notes Receivable from Participants

Notes receivable from participants represent participant loans that are recorded at their unpaid principal balance plus any accrued but unpaid interest. Interest income on notes receivable from participants is recorded when it is earned. Related fees are recorded as administrative expenses and are expensed when they are incurred. No allowance for credit losses has been recorded as of December 31, 2017 or 2016. If a participant ceases to make loan repayments and the plan administrator deems the participant loan to be a distribution, the participant loan balance is reduced and a benefit payment is recorded.

3.
Parties-in-Interest and Related Party Transactions

At December 31, 2017 the Plan held an investment of 2.9 million share equivalents of the Company's common stock. The Plan earned dividend income from the Company's common stock of $975 thousand for the year ended December 31, 2017.
 
The Plan invests in the Vanguard Institutional Index Fund and various Vanguard Retirement Funds which is sponsored by Vanguard, the Trustee. Also, certain Plan investments are shares of a short term investment fund and an S&P 500 Index Fund which are managed by Northern Trust, the Trustee. Therefore, these transactions qualify as party-in-interest transactions and are exempt from the prohibited transaction rules under ERISA. No direct fees were paid by the Plan to the Trustees for investment management services related to these investments for the year ended December 31, 2017 and 2016.

In addition, loans receivable from participants are considered to be party-in-interest transactions for which a statutory exemption from the prohibited transaction regulation exists.

4.
Income Tax Status

The Plan received a determination letter from the IRS dated August 29, 2017, stating that the Plan is qualified under Section 401(a) of the Code and, therefore, the related trust is tax-exempt. Once qualified, the Plan is required to operate in conformity with the Code to maintain its qualified status. Subsequent to this determination by the IRS, the plan was amended. The plan administrator has indicated that it will continue to take the necessary steps to operate in compliance with the Code.

GAAP requires plan management to evaluate uncertain tax positions taken by the Plan. The financial statement effects of a tax position are recognized when the position is more likely than not, based on the technical merits, to be sustained upon examination by the IRS. The Plan administrator has analyzed the tax positions taken by the Plan and has concluded that as of December 31, 2017, there are no uncertain positions taken or expected to be taken. The Plan has recognized no interest or penalties related to uncertain tax positions. The Plan is subject to routine audits by taxing jurisdictions. The Plan received a closing letter from the IRS dated January 23, 2015 in relation to the audit of tax returns for the years ended December 31, 2010 through 2012.

5.
Reconciliation of Audited Financial Statements to the Form 5500

There are no reconciling items between the Plan's financial statements and the Form 5500 for net assets available for benefits as of December 31, 2017 and 2016 or for total income for the year ended December 31, 2017.

6.
Fair value measurement

The accounting standard for fair value measurement defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (i.e., an exit price). To measure fair value, a hierarchy has been established that requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs. As such, the hierarchy gives the highest


7



TEGNA 401(k) Savings Plan
Notes to Financial Statements (continued)

priority to unadjusted quoted prices in active markets for identical assets and liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3).

The three levels of the fair value hierarchy are described below:

Level 1
Quoted market prices in active markets for identical assets or liabilities;

Level 2
Inputs other than Level 1 inputs that are either directly or indirectly observable; and

Level 3
Unobservable inputs developed using our own estimates and assumptions, which reflect those that a market participant would use.

The asset’s or liability’s fair value measurement level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. Valuation techniques used need to maximize the use of observable inputs and minimize the use of unobservable inputs.

Below is a description of the valuation techniques and inputs used for assets measured at fair value. There have been no changes in the methodologies used at December 31, 2017 and 2016.

Common stocks are valued at the closing price reported on the active market on which the individual securities are traded.

Common collective funds are valued at the NAV established by the fund manager on a daily basis. The NAV is used as a practical expedient to estimate fair value and is based on the fair value of the underlying investments held by the fund less its liabilities. This practical expedient is not used when it is determined to be probable that the fund will sell the investment for an amount different than the reported NAV. Participant transactions (purchased and sales) may occur daily and investments are redeemable at any time. The objective of common collective funds held by the Plan is to provide a rate of return consistent with U.S. equity indexes. A redemption notice of 1 day is required for these investments.

Mutual funds are valued at the daily closing price as reported by the fund. Mutual funds held by the Plan are open-end mutual funds that are registered with the Securities and Exchange Commission. These funds are required to publish their daily NAV and to transact at that price. The mutual funds held by the Plan are deemed to be actively traded.

Self-directed brokerage accounts consist entirely of actively traded mutual funds, which are valued using unadjusted quoted prices for identical assets from publicly available pricing sources.    

Target maturity funds offer portfolios with asset allocations designed for varying retirement dates or the year in which one expects to start drawing on their retirement assets. These portfolios (consisting of collective investment trusts and/or mutual funds) share the common goal of first growing and then later preserving principal and may contain a mix of U.S. common stocks, International stocks, Treasury Inflation Protected securities, U.S. issued bonds and cash. There are currently no redemption restrictions on these investments. Target maturity funds are valued at their NAV each business day.

Liquidity funds, or Short Term Investment Funds (STIF), are valued at the NAV and consists of underlying investments of cash or cash equivalents, including money market funds or other short-term investments which provide for daily liquidity. Participants can buy and sell this investment on a daily basis. There are currently no redemption restrictions on this investment.








8



TEGNA 401(k) Savings Plan
Notes to Financial Statements (continued)

The following tables set forth by level, within the fair value hierarchy, the Plan’s assets at fair value as of December 31, 2017 and 2016:
December 31, 2017
Level 1
Level 2
Level 3
Total
Common stock - TEGNA Inc.
$
41,445,340

$
41,445,340

Common stocks
53,952,972

53,952,972

Mutual funds
265,064,868

265,064,868

Self-directed brokerage accounts
8,601,786

8,601,786

Total
$
369,064,966

$
369,064,966

 
 
 
 
 
Investments valued using NAV as a practical expedient:
 
 
 

Common collective funds
 
 
 
$
86,276,136

STIF
 
 
 
1,982,031

Target maturity funds
 
 
 
169,486,848

Total
 
 
 
$
257,745,015

 
 
 
 
 
Total investments at fair value
 
 
 
$
626,809,981


December 31, 2016
Level 1
Level 2
Level 3
Total
Common stock - TEGNA Inc.
$
58,592,890

$
58,592,890

Common stocks
29,760,060

29,760,060

Mutual funds
248,182,521

248,182,521

Self-directed brokerage accounts
9,124,854

9,124,854

Total
$
345,660,325

$
345,660,325

 
 
 
 
 
Investments valued using NAV as a practical expedient:
 
 
 

Common collective funds
 
 
 
$
70,990,337

STIF
 
 
 
1,650,711

Target maturity funds
 
 
 
150,269,233

Total
 
 
 
$
222,910,281

 
 
 
 
 
Total investments at fair value
 
 
 
$
568,570,606


7.
Risks and Uncertainties

The Plan invests in various investment securities. Investment securities are exposed to various risks, such as interest rate risk, market risk and credit risk. Due to the level of risk associated with certain investment securities, it is at least reasonably possible that changes in the values of investment securities will occur in the near term and that such changes could materially affect participants’ account balances and the amounts reported in the statements of net assets available for benefits.

9



TEGNA 401(k) Savings Plan
EIN: 16-0442930 Plan #: 002
SCHEDULE H, LINE 4a - SCHEDULE OF DELINQUENT PARTICIPANT CONTRIBUTIONS
Year ended December 31, 2017
 
 
 
 
 
 
 
Total that Constitute Nonexempt Prohibited Transactions
 
 
 
Participant contributions transferred late to the Plan
 
Check Here if Late Participant Loan Repayments are included
 
Contributions not corrected
 
Contributions Corrected outside of VFCP
 
Contributions Pending Correction in VFCP
 
Total Fully Corrected Under VFCP and PTE 2002-51
 
 
 
 
 
 
 
 
 
 
 
 
Participant Contributions Transferred Late to Plan for year ended December 31, 2017
$

 
 
 
$

 
$

 
$

 
$

Participant Contributions Transferred Late to Plan for year ended December 31, 2016
2,207

 
 
 

 
2,207

 

 





10



TEGNA 401(k) Savings Plan
EIN: 16-0442930 Plan #: 002
SCHEDULE H, LINE 4i - SCHEDULE OF ASSETS (HELD AT END OF YEAR)
December 31, 2017
 
Identity of issue, borrower, lessor, or similar party
 
Description of investment including maturity date, rate of interest, collateral, par, or maturity value
 
Current Value
*TEGNA Inc.
 
Employer Securities
 
$
41,445,340

 
 
 
 
 
*Northern Trust Short Term Investment Fund
 
Short-Term Investment Fund
 
$
1,982,031

 
 
 
 
 
Prudential Insurance Company
 
Stable Value Fund
 
 
GA-62387
 
1.47%
 
 
       Term Fund 2017
 
Fixed income
 
$
95,895

       Term Fund 2018
 
Fixed income
 
696,192

       Term Fund 2019
 
Fixed income
 
629,646

       Term Fund 2020
 
Fixed income
 
1,531,284

       Term Fund 2021
 
Fixed income
 
1,497,166

       Goldman Sachs Intermediate Core Funds
 
Fixed income
 
4,558,784

State Street Bank
 
Stable Value Fund
 
 
107094
 
1.55%
 
 
       Term Fund 2017
 
Fixed income
 
$
58,915

       Term Fund 2018
 
Fixed income
 
1,461,414

       Term Fund 2019
 
Fixed income
 
1,493,766

       Term Fund 2020
 
Fixed income
 
1,043,144

       Term Fund 2021
 
Fixed income
 
952,959

       Goldman Sachs Intermediate Core Funds
 
Fixed income
 
1,548,994

Monumental
 
Stable Value Fund
 
 
Transamerica Premier
 
1.55%
 
 
       Term Fund 2017
 
Fixed income
 
$
58,913

       Term Fund 2018
 
Fixed income
 
1,461,348

       Term Fund 2019
 
Fixed income
 
1,493,698

       Term Fund 2020
 
Fixed income
 
1,043,097

       Term Fund 2021
 
Fixed income
 
952,916

       Goldman Sachs Intermediate Core Funds
 
Fixed income
 
1,548,924

Total Stable Value Funds at fair value
 
 
 
22,127,055

Prudential Insurance Company\State Street Bank\Transamerica Premier
 
Wrapper contract
 
49,367

Total Stable Value Funds at contract value
 
 
 
$
22,176,422

 
 
 
 
 
*Vanguard Target Retirement Fund 2015
 
Target Maturity Fund - 2015
 
$
6,768,329

*Vanguard Target Retirement Fund 2020
 
Target Maturity Fund - 2020
 
20,605,350

*Vanguard Target Retirement Fund 2025
 
Target Maturity Fund - 2025
 
27,589,224

*Vanguard Target Retirement Fund 2030
 
Target Maturity Fund - 2030
 
27,656,530

*Vanguard Target Retirement Fund 2035
 
Target Maturity Fund - 2035
 
21,599,912

*Vanguard Target Retirement Fund 2040
 
Target Maturity Fund - 2040
 
20,732,036

*Vanguard Target Retirement Fund 2045
 
Target Maturity Fund - 2045
 
17,198,209

*Vanguard Target Retirement Fund 2050
 
Target Maturity Fund - 2050
 
10,139,770

*Vanguard Target Retirement Fund 2055
 
Target Maturity Fund - 2055
 
3,605,689


11



TEGNA 401(k) Savings Plan
EIN: 16-0442930 Plan #: 002
SCHEDULE H, LINE 4i - SCHEDULE OF ASSETS (HELD AT END OF YEAR) (continued)
December 31, 2017
 
Identity of issue, borrower, lessor, or similar party
 
Description of investment including maturity date, rate of interest, collateral, par, or maturity value
 
Current Value
*Vanguard Target Retirement Fund 2060
 
Target Maturity Fund - 2060
 
$
747,221

*Vanguard Target Retirement Fund 2065
 
Target Maturity Fund - 2065
 

*Vanguard Target Retirement Fund Income
 
Target Maturity Income
 
2,995,237

 
 
 
 
 
*NT Global Investments Focus Fund 2015
 
Target Maturity Fund - 2015
 
$
386,238

*NT Global Investments Focus Fund 2020
 
Target Maturity Fund - 2020
 
1,494,543

*NT Global Investments Focus Fund 2025
 
Target Maturity Fund - 2025
 
1,473,074

*NT Global Investments Focus Fund 2030
 
Target Maturity Fund - 2030
 
1,683,818

*NT Global Investments Focus Fund 2035
 
Target Maturity Fund - 2035
 
1,463,454

*NT Global Investments Focus Fund 2040
 
Target Maturity Fund - 2040
 
1,051,435

*NT Global Investments Focus Fund 2045
 
Target Maturity Fund - 2045
 
861,470

*NT Global Investments Focus Fund 2050
 
Target Maturity Fund - 2050
 
1,009,705

*NT Global Investments Focus Fund 2055
 
Target Maturity Fund - 2055
 
265,232

*NT Global Investments Focus Fund 2060
 
Target Maturity Fund - 2060
 
72,954

*NT Global Investments Focus Fund Income
 
Target Maturity Income
 
87,418

Total Target Maturity Funds
 
 
 
$
169,486,848

 
 
 
 


Allianz NFJ Dividend Value Fund
 
Mutual Fund
 
$
8,606,422

American Europacific Growth Fund
 
Mutual Fund
 
29,476,017

Dodge & Cox Balanced Fund
 
Mutual Fund
 
41,724,064

Dodge & Cox Inc Fund
 
Mutual Fund
 
32,695,815

GMO Trust Benchmark Free Allocation
 
Mutual Fund
 
2,185,995

Ser Jackson Square Large Cap Growth Fund
 
Mutual Fund
 
15,583,321

T Rowe Price Emerging Market Funds
 
Mutual Fund
 
5,353,656

*Vanguard Federal Money Market Fund
 
Mutual Fund
 
18,848,028

*Vanguard Institutional Index Fund
 
Mutual Fund
 
94,797,328

Wasatch Small Capital Growth Fund
 
Mutual Fund
 
7,912,644

WT Mutual Fund Small/Mid Cap Value
 
Mutual Fund
 
7,881,578

Total Mutual Funds
 
 
 
$
265,064,868

 
 
 
 
 
Barclays Global Invs N A Invt Funds
 
Common Collective Fund
 
$
5,428,689

Blackrock Russell 1000 Growth
 
Common Collective Fund
 
32,618,146

Blackrock Russell 1000 Value
 
Common Collective Fund
 
16,480,110

Blackrock Russell 2500 Index
 
Common Collective Fund
 
15,316,476

Blackrock US Debt Index
 
Common Collective Fund
 
8,156,673

BNY Mellon Real Estate Fund
 
Common Collective Fund
 
3,151,695

MFB NT Collective S&P500 Index Fund
 
Common Collective Fund
 
5,124,347

Total Common Collective Funds
 
 
 
$
86,276,136

 
 
 
 
 

12



TEGNA 401(k) Savings Plan
EIN: 16-0442930 Plan #: 002
SCHEDULE H, LINE 4i - SCHEDULE OF ASSETS (HELD AT END OF YEAR) (continued)
December 31, 2017
 
Identity of issue, borrower, lessor, or similar party
 
Description of investment including maturity date, rate of interest, collateral, par, or maturity value
 
Current Value
Adobe Systems Inc
 
Common Stock
 
$
236,924

AECOM
 
Common Stock
 
117,134

Alibaba Group Holding Ltd
 
Common Stock
 
320,720

Alphabet Inc Cap Stock Class A
 
Common Stock
 
404,506

Alphabet Inc Cap Stock Class C
 
Common Stock
 
436,349

Amazon.com Inc
 
Common Stock
 
812,782

American International Group Inc
 
Common Stock
 
233,911

American Tower Corp
 
Common Stock
 
305,314

Apple Inc
 
Common Stock
 
469,106

ASML Holding NV
 
Common Stock
 
302,447

Automatic Data Processing Inc
 
Common Stock
 
169,926

Avnet Inc
 
Common Stock
 
334,749

Axis Capital Holdings Ltd
 
Common Stock
 
142,487

Bank of America Corp
 
Common Stock
 
324,189

Baxter International Inc
 
Common Stock
 
155,136

Becton Dickinson & Co
 
Common Stock
 
145,561

Biogen Inc
 
Common Stock
 
207,071

Boeing Company
 
Common Stock
 
176,946

BP PLC Sponsored Adr
 
Common Stock
 
188,589

Broadcom Limited
 
Common Stock
 
256,900

Capital One Financial Corp
 
Common Stock
 
292,466

Cars.com
 
Common Stock
 
22,227,309

Cenovus Energy Inc
 
Common Stock
 
167,718

Charter Communications Inc
 
Common Stock
 
283,886

Cigna Corporation
 
Common Stock
 
162,472

Citigroup Inc
 
Common Stock
 
348,611

Cognizant Tech Solutions Class A
 
Common Stock
 
463,903

Comcast Corp
 
Common Stock
 
84,105

Costar Group Inc
 
Common Stock
 
174,904

Dover Corp
 
Common Stock
 
244,901

Ecolab Inc
 
Common Stock
 
207,979

Edwards Lifesciences Corp
 
Common Stock
 
209,641

Electronic Arts
 
Common Stock
 
162,843

Eli Lilly & Co
 
Common Stock
 
162,586

Expedia Group
 
Common Stock
 
330,565

Express Scripts Holding Co
 
Common Stock
 
168,313

Exxon Mobil Corp
 
Common Stock
 
131,817



13



TEGNA 401(k) Savings Plan
EIN: 16-0442930 Plan #: 002
SCHEDULE H, LINE 4i - SCHEDULE OF ASSETS (HELD AT END OF YEAR) (continued)
December 31, 2017
 
Identity of issue, borrower, lessor, or similar party
 
Description of investment including maturity date, rate of interest, collateral, par, or maturity value
 
Current Value
Facebook Inc
 
Common Stock
 
$
626,962

Fedex Corp
 
Common Stock
 
278,237

Ferrari NV
 
Common Stock
 
142,582

Fidelity National Information Services Inc
 
Common Stock
 
168,421

Fiserv Inc
 
Common Stock
 
213,742

Ford Motor Company
 
Common Stock
 
253,385

Fortive Corp
 
Common Stock
 
169,010

Franklin Resources Inc
 
Common Stock
 
239,572

Gannett Inc
 
Common Stock
 
7,308,993

General Dynamic Corp
 
Common Stock
 
183,105

Goldman Sachs Group Inc
 
Common Stock
 
298,833

Halliburton Co
 
Common Stock
 
102,432

Hewlett Packard Enterprise Co
 
Common Stock
 
248,112

Hilton Worldwide Holdings Inc
 
Common Stock
 
202,046

Home Depot Inc
 
Common Stock
 
293,772

Honeywell International Inc
 
Common Stock
 
299,819

Illumina Inc
 
Common Stock
 
203,196

Intercontinental Exchange Inc
 
Common Stock
 
249,077

Intuit
 
Common Stock
 
203,536

Jeld-Wen Holding Inc
 
Common Stock
 
181,574

JP Morgan Chase & Co
 
Common Stock
 
504,008

Lamar Advertising Co
 
Common Stock
 
173,276

Mastercard Inc
 
Common Stock
 
360,237

McKesson corp
 
Common Stock
 
257,162

Mednax Inc
 
Common Stock
 
88,978

Metlife Inc
 
Common Stock
 
203,858

Micro Focus International PLC
 
Common Stock
 
62,780

Microsoft Corp
 
Common Stock
 
820,329

Moodys Corp
 
Common Stock
 
177,132

Morgan Stanley
 
Common Stock
 
296,560

Murphy Oil Corp
 
Common Stock
 
152,921

Mylan NV
 
Common Stock
 
337,338

Netflix Inc
 
Common Stock
 
161,246

News Corp
 
Common Stock
 
140,330

Nike Inc
 
Common Stock
 
275,908

Northrop Grumman Corp
 
Common Stock
 
211,768

Nvidia Corp
 
Common Stock
 
185,760

Omnicom Group Inc
 
Common Stock
 
294,670


14



TEGNA 401(k) Savings Plan
EIN: 16-0442930 Plan #: 002
SCHEDULE H, LINE 4i - SCHEDULE OF ASSETS (HELD AT END OF YEAR) (continued)
December 31, 2017
 
Identity of issue, borrower, lessor, or similar party
 
Description of investment including maturity date, rate of interest, collateral, par, or maturity value
 
Current Value
Oracle Corp
 
Common Stock
 
$
249,260

Paypal Holdings Inc
 
Common Stock
 
273,719

Raytheon co
 
Common Stock
 
201,939

Royal Dutch Shell PLC
 
Common Stock
 
303,697

Ryder System Inc
 
Common Stock
 
175,410

Salesforce Com
 
Common Stock
 
551,531

Servicenow Inc
 
Common Stock
 
173,419

Sherwin-Williams Co
 
Common Stock
 
239,873

Splunk Inc
 
Common Stock
 
240,650

State Street Corp
 
Common Stock
 
161,447

Superior Energy Services Inc
 
Common Stock
 
57,722

Terex Corp
 
Common Stock
 
132,171

The Priceline Group Inc
 
Common Stock
 
159,872

Thermo Fisher Corp
 
Common Stock
 
298,112

UBS Group
 
Common Stock
 
176,728

Union Pacific Corp
 
Common Stock
 
285,633

United Health Group
 
Common Stock
 
489,421

Visa Inc
 
Common Stock
 
705,099

Voya Financial Inc
 
Common Stock
 
278,268

Walmart inc
 
Common Stock
 
171,232

Wells Fargo & Co
 
Common Stock
 
229,392

Zoetis Inc
 
Common Stock
 
262,944

Total Common Stock
 
 
 
$
53,952,972

 
 
 
 
 
*Vanguard Brokerage Option
 
Self-Directed Brokerage Accounts
 
$
8,601,786

 
 
 
 
 
*Loans to participants
 
Interest rates on loans are 4.25% - 9.5% with a max credit term of 60 months
 
$
4,594,570

 
 
 
 
 
Total Investments
 
 
 
$
653,580,973

 
 
 
 
 
* Party-in-interest
 
 
 
 
 
 
 
 
 
Note: cost information has not been presented as all investments are participant directed
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

15



TEGNA 401(k) Savings Plan
EIN: 16-0442930 Plan #: 002
SCHEDULE H, LINE 4j - SCHEDULE OF REPORTABLE TRANSACTIONS
Year ended December 31, 2017
 
Identity of party involved
 
Description of asset
 
Purchase price
 
Selling price
 
Cost of asset
 
Current value of asset on transaction date
 
Net gain (loss)
*Northern Trust Short Term Investment Fund
 
Short-Term Investment Fund
 
$
44,048,720

 
 
 
$
44,048,720

 
$
44,048,720

 
$

*Northern Trust Short Term Investment Fund
 
Short-Term Investment Fund
 
 
 
43,717,249

 
43,717,249

 
43,717,249

 

 
 
 
 
 
 
 
 
 
 
 
 
 
* Party-in-interest
 
 
 
 
 
 
 
 
 
 
 
 

16




SIGNATURE



    
Pursuant to the requirements of the Securities Exchange Act of 1934, the trustees (or other persons who administer the Plan) have duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized.



 
 
TEGNA 401(k) Savings Plan
 
 
 
Date: June 28, 2018
 By:
 /s/ Jeffrey Newman
 
 
Jeffery Newman
 
 
Senior VP, Chief Human Resource Officer
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 




        




    
        


17



EXHIBITS

Exhibit Number        Description of Exhibit

23.1
 
Consent of Ernst & Young LLP,
 
 
Independent Registered Public Accounting Firm
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 













18