SCHEDULE: Scripps Family Updates Holdings, Board Nominees
Beneficial Ownership Update
The E.W. Scripps Company's controlling family group updates its Schedule 13D, adding new members and proposing a board nominee for the 2026 Annual Meeting.
Summary
- This is Amendment No. 13 to the Schedule 13D for The E.W. Scripps Company, updating information contained in the original filing from October 26, 1992.
- The filing adds new parties to the Scripps Family Agreement, updates beneficial ownership information for Class A Common Shares and Common Voting Shares, and discloses actions regarding board of directors candidates.
- New Reporting Persons include Exempt Trust for the benefit of Bristol Cardin, Exempt Trust for the benefit of Bentleigh Cardin, Eaton Mackay Scripps, Jr., and Tyler Garret Scripps.
- The Careen Cardin Trust, dated November 26, 2018, was removed as a Reporting Person as of December 14, 2024, as it no longer held any Common Voting Shares.
- Reporting Persons have engaged in various transactions in Common Shares, including open market purchases, gifts, director equity award grants and vesting, contributions to and distributions from trusts, and other transfers for estate planning purposes.
- No transactions in Class A Common Shares or Common Voting Shares were effected by any Reporting Person in the past 60 days.
- The Second Amended and Restated Scripps Family Agreement, dated March 26, 2021, restricts the transfer and governs the voting of Common Voting Shares held by the Reporting Persons.
- Aggregate beneficial ownership by individual Reporting Persons ranges from 12.6% to 14.3% of the class of securities.
Sentiment
Score: 6
Explanation: StockSavvy.ai views this as a neutral to slightly positive update, primarily reflecting ongoing family governance and succession planning, which provides stability but no immediate catalysts.
Positives
- The continued active engagement of the Scripps family in the company's governance, as evidenced by the updated agreement and board nominations, indicates a long-term commitment to the company.
- The nomination of Tracy Tunney Ward, with extensive experience in the family office (Miramar Services, Inc.) and advisory services, suggests a focus on continuity and expertise in family-related governance and strategic development.
Future Outlook
The Reporting Persons expect Charles Barmonde, Monica Holcomb, and Raymundo H. Granado, Jr. to stand for re-election at the Company's 2026 Annual Meeting of Shareholders. They also recommended Tracy Tunney Ward for election to the board at the Annual Meeting, indicating a planned expansion of the board's size.
Management Comments
- Shared Voting Power includes the aggregate number of Common Voting Shares beneficially owned by the parties to, and that are subject to provisions of, the Scripps Family Agreement, which Common Voting Shares may be deemed beneficially owned by each party to such agreement.
Industry Context
StockSavvy.ai notes that this Schedule 13D filing primarily concerns internal family governance and beneficial ownership updates, which is typical for companies with a significant founding family stake. It does not directly reflect broader industry trends but reinforces the Scripps family's continued influence over The E.W. Scripps Company's strategic direction and board composition.
Management Changes
| Role | Previous Person | New Person | Effective Date | Reason |
|---|---|---|---|---|
| Director | N/A | Tracy Tunney Ward | 2026 Annual Meeting (if elected) | Nominated by Reporting Persons following a planned expansion of the board of directors |
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Board Composition | Recommendation for Tracy Tunney Ward to be nominated for election to the board of directors, indicating a potential expansion of the board's size. | 2026 Annual Meeting (if approved) | Strengthens family representation and continuity on the board, potentially enhancing long-term strategic alignment with controlling shareholders. |
| Shareholder Agreement | Addition of new parties to the Second Amended and Restated Scripps Family Agreement, which governs voting and transfer of Common Voting Shares. | N/A (ongoing agreement) | Maintains and reinforces the Scripps family's collective control and influence over the company's governance. |
| Shareholder Agreement | Removal of Careen Cardin Trust from the Scripps Family Agreement due to no longer holding Common Voting Shares. | December 14, 2024 | A minor adjustment to the composition of the controlling shareholder group, reflecting internal trust management. |
Related Party Transactions
- Tracy Tunney Ward served as President, Chief Executive Officer, and a Director of Miramar Services, Inc., which is the family office for the Reporting Persons, from 2006 until her retirement in August 2025. She also served as a director and executive officer of related entities that provide investment advisory and trust services to the Reporting Persons. Her nomination to the board of directors indicates a continued close relationship with the controlling family group.
Stakeholder Impact
- Shareholders: The filing reinforces the stability of the controlling family's ownership and governance influence, which may be viewed positively by long-term investors seeking stable leadership. The nomination of a closely associated individual to the board further solidifies this control.
- Management: The board nominations and re-elections signal continuity in the oversight structure, potentially providing clarity for the executive team.
Next Steps
- Charles Barmonde, Monica Holcomb, and Raymundo H. Granado, Jr. are expected to stand for re-election at the Company's 2026 Annual Meeting of Shareholders.
- Tracy Tunney Ward is nominated for election to the board of directors at the 2026 Annual Meeting, contingent on a board expansion.
Key Dates
| Date | Description |
|---|---|
| 10/26/1992 | Original Schedule 13D filing date |
| 10/22/1993 | Amendment No. 1 filing date |
| 01/24/2013 | Amendment No. 2 filing date |
| 03/18/2013 | Amendment No. 3 filing date |
| 09/20/2013 | Amendment No. 4 filing date |
| 08/05/2014 | Amendment No. 5 filing date |
| 06/05/2015 | Amendment No. 6 filing date |
| 04/07/2017 | Amendment No. 7 filing date |
| 08/22/2018 | Amendment No. 8 filing date |
| 01/11/2019 | Amendment No. 9 filing date |
| 09/28/2020 | Amendment No. 10 filing date |
| 04/05/2021 | Amendment No. 11 filing date |
| 03/26/2021 | Date of Second Amended and Restated Scripps Family Agreement |
| 02/21/2023 | Amendment No. 12 filing date |
| 12/14/2024 | Careen Cardin Trust ceased to be a party to the Scripps Family Agreement |
| 08/2025 | Tracy Tunney Ward's retirement from President, CEO, and Director of Miramar Services, Inc. |
| 02/03/2026 | Date of event which requires filing of this statement |
| 02/05/2026 | Date as of which each Reporting Person's sole power to dispose of shares is reported |
| 02/06/2026 | Signature date of this Amendment No. 13 |
| 2026 | Company's Annual Meeting of Shareholders, where current directors are expected to stand for re-election and Tracy Tunney Ward is nominated |
Recommendation
holdThis Schedule 13D filing is a routine disclosure of beneficial ownership and governance intentions by the controlling family group. It indicates stability in ownership and board representation but does not present new information that would significantly alter the company's financial outlook or strategic direction, thus warranting a 'hold' recommendation.
Keywords
E.W. Scripps Company, SEC filing, Schedule 13D, beneficial ownership, Scripps Family Agreement, corporate governance, board nomination, Class A Common Shares, Common Voting Shares, insider ownership
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