Gannett Form 3 Gannett / Alex Meza ownership change

SEC Form 3

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

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1. Name and Address of Reporting Person^*

Meza Alex

(Last) (First) (Middle)

7950 JONES BRANCH DRIVE

(Street)

MCLEAN VA 22107

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
05/08/2018

3. Issuer Name and Ticker or Trading Symbol
Gannett Co., Inc. [ GCI ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
VP of Corporate Development

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	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. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	10,594	D
Common Stock	1,321.72(1)	I	By 401(k) Plan

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Units	(2)	12/31/2018	Common Stock	7,892	(3)	D
Restricted Stock Units	(2)	12/31/2018	Common Stock	1,792	(3)	D
Restricted Stock Units	(4)	12/31/2019	Common Stock	3,560	(3)	D
Restricted Stock Units	(5)	12/31/2020	Common Stock	9,675	(3)	D
Restricted Stock Units	(6)	12/31/2021	Common Stock	10,165	(3)	D
Phantom Stock	(7)	(7)	Common Stock	3,726.35	(8)	D

Explanation of Responses:

1. Based upon information from the plan administrator as of May 14, 2018.

2. These RSUs vest in four equal annual installments beginning on December 31, 2015 and pay out following the end of the four-year vesting period.

3. Each restricted stock unit represents a contingent right to receive one share of the underlying Common Stock.

4. These RSUs represent the unvested 50% portion of an award granted in 2016 and will vest in two equal annual installments on December 31, 2018 and December 31, 2019.

5. These RSUs represent the unvested 75% portion of an award granted in 2017 and will vest in three equal annual installments on December 31, 2018, December 31, 2019 and December 31, 2020.

6. These RSUs vest in three equal annual installments beginning on January 1, 2019.

7. The shares of phantom stock are payable in cash or stock, at the election of the reporting person, on various dates selected by the reporting person or as otherwise provided in the Issuer's Deferred Compensation Plan.

8. Each share of phantom stock is the economic equivalent of one share of the Issuer's common stock.

Remarks:

	/s/ Elizabeth A. Allen, Attorney-in-Fact	05/15/2018
	** Signature of Reporting Person	Date
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 5 (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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