Sec Form 4/A Filing - LACY STEPHEN M @ MEREDITH CORP - 2013-08-12

Insider filing report for Changes in Beneficial Ownership
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FORM 4/A
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
LACY STEPHEN M
2. Issuer Name and Ticker or Trading Symbol
MEREDITH CORP [ MDP]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Chairman, President & CEO
(Last) (First) (Middle)
1716 LOCUST STREET
3. Date of Earliest Transaction (MM/DD/YY)
08/12/2013
(Street)
DES MOINES, IA50309-3023
4. If Amendment, Date Original Filed (MM/DD/YY)
08/14/2013
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock ($1 par value) ( 1 ) 08/12/2013 M 100,000 A $ 32.85 100,000 D
Common Stock ($1 par value) ( 1 ) 08/12/2013 F 83,928 D $ 47.75 16,072 D
Common Stock ($1 par value) ( 1 ) 08/12/2013 S 16,072 D $ 48.0198 ( 2 ) 0 D
Common Stock ($1 par value) ( 1 ) 08/12/2013 F 12,124 D $ 48.2 12,876 D
Common Stock ($1 par value) ( 1 ) 08/13/2013 S 9,620 D $ 48.1026 ( 3 ) 3,256 D
Common Stock ($1 par value) ( 4 ) 11,203 I by Managed Account
Common Stock ($1 par value) ( 5 ) 9,274 D
Common Stock ($1 par value) ( 1 ) 08/14/2013 S 3,256 D $ 47.429 ( 6 ) 0 D
Common Stock (Restricted) ($1 par value) ( 7 ) 08/13/2013 A 20,000 A $ 0 87,638 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Non-Qualified Stock Option (right to buy) ( 8 ) $ 32.85 08/12/2013 M 100,000 08/12/2006 08/12/2013 Common Stock ($1 par value) 100,000 $ 0 641,333 D
Stock equivalent units ( 9 ) $ 0 08/08/1988 08/08/1988 Common Stock ($1 par value) 52,264 52,264 D
Non-Qualified Stock Option (right to buy) ( 8 ) $ 0 08/13/2013 A 65,000 08/08/1988 08/08/1988 Common Stock ($1 par value) 65,000 $ 0 706,333 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
LACY STEPHEN M
1716 LOCUST STREET
DES MOINES, IA50309-3023
X Chairman, President & CEO
Signatures
By: Teresa T. Rinker, by Power of Attorney For: Stephen M. Lacy 08/15/2013
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Shares held by the reporting person in street name.
( 2 )Lacy, Stephen M.: The price reported in column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $48.00 to $48.09, inclusive. The reporting person undertakes to provide Meredith, any securityholder of Meredith Corporation, or the Staff of the Securities and Exchange Commission, upon request, separate prices within the range set forth in footnote (2) to this Form 4.
( 3 )Lacy, Stephen M.: The price reported in column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $48.00 to $48.31, inclusive. The reporting person undertakes to provide Meredith, any securityholder of Meredith Corporation, or the Staff of the Securities and Exchange Commission, upon request, separate prices within the range set forth in footnote (4) to this Form 4.
( 4 )Shares held in reporting person's IRA and Meredith Corp. Savings & Investment Plan accounts, upon which quarterly dividends are paid in the form of additional Common Stock ($1 par value).
( 5 )Shares held by reporting person in a registered account & in street name account with spouse.
( 6 )Lacy, Stephen M.: The price reported in column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $47.34 to $47.52, inclusive. The reporting person undertakes to provide Meredith, any securityholder of Meredith Corporation, or the Staff of the Securities and Exchange Commission, upon request, separate prices within the range set forth in footnote (6) to this Form 4.
( 7 )Shares were awarded pursuant to the Meredith Corporation Stock Incentive Plans. The shares are subject to forfeiture and are nontransferable until vested, either on the third or the fifth anniversary of the grant date, as specified in each award agreement.
( 8 )Nonqualified stock options granted pursuant to the Meredith Corporation Stock Incentive Plan. Each becomes exercisable in its entirety on the third anniversary of the grant date, expires on the 10th anniversary of the grant date, and has an exercise price as specified in the award agreement.
( 9 )Stock equivalents issued pursuant to Meredith Corporation's Deferred Compensation Plan or Stock Incentive Plan which will be converted to Common Stock ($1 par value) on a one-for-one basis in connection with the reporting person's retirement from or termination of Meredith Corporation employment.

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