Sec Form 4 Filing - Scripps Ellen M. @ E.W. SCRIPPS Co - 2022-10-27

Insider filing report for Changes in Beneficial Ownership
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FORM 4
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
Scripps Ellen M.
2. Issuer Name and Ticker or Trading Symbol
E.W. SCRIPPS Co [ SSP]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
C/O ARISTON SERVICES GROUP, LLC, 750 'B' STREET, SUITE 2630
3. Date of Earliest Transaction (MM/DD/YY)
10/27/2022
(Street)
SAN DIEGO, CA92101
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ 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 Voting Shares, $.01 par value per share 10/27/2022 G( 1 ) 22,520 A $ 0 57,932( 2 ) I As trustee
Class A Common Shares, $.01 par value per share 66 I As trustee
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
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Scripps Ellen M.
C/O ARISTON SERVICES GROUP, LLC
750 'B' STREET, SUITE 2630
SAN DIEGO, CA92101
X
Ellen M. Scripps Revocable Trust dtd April 17, 2014
C/O ARISTON SERVICES GROUP, LLC
750 'B' STREET, SUITE 2630
SAN DIEGO, CA92101
X
Signatures
/s/ Tracy Tunney Ward on behalf of Miramar Services, Inc. as Attorney-in-Fact for Ellen M. Scripps 12/30/2022
Signature of Reporting Person Date
Explanation of Responses:
( 1 )On October 27, 2022, the John P. Scripps Trust FBO Ellen McRae Scripps Under Agreement dated 12/28/84 transferred 22,520 Common Voting Shares for no consideration to the Ellen M. Scripps Revocable Trust dtd April 17, 2014, of which the reporting person is trustee.
( 2 )These shares are owned directly by the Ellen M. Scripps Revocable Trust dtd April 17, 2014, and indirectly by Ellen M. Scripps, as trustee of the Ellen M. Scripps Revocable Trust dtd April 17, 2014.

Remarks:
The reporting person may be deemed to beneficially own more than 10% of the Class A Common Shares of the Issuer as a party to the Second Amended and Restated Scripps Family Agreement, dated March 26, 2021 (the "Scripps Family Agreement"). The Scripps Family Agreement contains provisions governing the collective voting of the Common Voting Shares of the Issuer held by such parties, which are convertible share-for-share into Class A Common Shares and in the aggregate represent more than 10% of the Class A Common Shares of the Issuer on an as-converted basis. The reporting person filed a Schedule 13D with the Commission on January 24, 2013, as last amended on April 5, 2021.

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, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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