UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): August 1, 2018
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LEE ENTERPRISES, INCORPORATED
(Exact name of Registrant as specified in its charter)
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Commission File Number 1-6227
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Delaware
(State of Incorporation)
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42-0823980
(I.R.S. Employer Identification No.)
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201 N. Harrison Street, Davenport, Iowa 52801
(Address of Principal Executive Offices)
(563) 383-2100
Registrant's telephone number, including area code
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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
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[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Indicate by check mark whether the Registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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Emerging growth company
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If an emerging growth company, indicate by check mark if the Registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of
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the Exchange Act.
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Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
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On August 1, 2018, the Board of Directors ("Board") of Lee Enterprises, Incorporated (the "Company") elected Timothy R. Millage, 37, as (a) Vice President of the Company and (b) Chief Financial Officer and Treasurer of the Company, effective August 1, 2018.
Since April 2018, Mr. Millage has served as the Company's Interim Chief Financial and acting Principal Accounting Officer. He joined the Company's Corporate Finance team in 2010 as Assistant Corporate Controller. From July 2012 to April 2018 he served as the Company's Corporate Controller. Prior to joining the Company, he was an audit manager for Deloitte LLP, after serving as a senior auditor.
Effective August 1, 2018, Mr. Millage's annual cash base salary will be $375,000, with a maximum potential cash bonus of fifty percent (50%) of his annual base salary, but not to exceed $187,500, under the Company's Incentive Compensation Program. Also, Mr. Millage will be eligible for discretionary bonuses.
In connection with his election as Vice President, effective August 1, 2018, Mr. Millage is eligible to receive an award of shares of the Company's restricted common stock ("Restricted Common Stock") up to twenty-five percent (25%) of his base salary ($93,750) in accordance with the Company's Amended and Restated 1990 Long-Term Incentive Plan ("LTIP"). Participants currently do not pay for Restricted Common Stock awarded under the LTIP. Restricted Common Stock granted under the LTIP is subject to an agreement requiring forfeiture by the participant in the event of termination of employment within three years of the grant date for reasons other than normal retirement, death or disability.
Other than his employment with the Company, Mr. Millage has no other reportable relationships with the Company or its affiliates.
On August 1, 2018, the Company issued a news release that provides additional information about Mr. Millage. A copy of the news release is furnished as Exhibit 99.1 to this Current Report on Form 8-K, and is incorporated by reference herein.
Item 9.01. Financial Statements and Exhibits.
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(d)
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Exhibits
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99.1
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
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LEE ENTERPRISES, INCORPORATED
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| /s/Kevin D. Mowbray | |||
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Date: August 3, 2018
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By:
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Kevin D. Mowbray
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Vice President and Chief Executive Officer
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Exhibit 99.1 - News Release of Lee Enterprises, Incorporated dated August 1, 2018
Davenport, IA 52801
lee.net
Lee selects Timothy R. Millage as Chief Financial Officer
NEWS RELEASE
DAVENPORT, Iowa (August 1, 2018) – Lee Enterprises (NYSE: LEE), a leading provider of news, information and advertising in 49 markets, has selected Corporate Controller Timothy R. Millage as vice president, chief financial officer and treasurer. Millage succeeds Ron Mayo, who resigned in June of this year.
Lee Executive Chairman Mary Junck said Millage's experience and success with the company have equipped him for his new role.
"Tim has been instrumental in many of our top business initiatives since joining the company," Junck said. "His work was invaluable during our two most recent refinancing events, and he has been heavily involved with our divestitures and acquisitions. He is very well prepared for this next step in his career."
Millage joined Lee in 2010 as assistant corporate controller. He was named the company's corporate controller in 2012.
"Tim has proven himself as an effective leader and sound financial strategist since being named our corporate controller," said Kevin Mowbray, president and chief executive officer. "His time as interim chief financial officer confirmed that he will be an outstanding addition to our executive leadership team as we continue to transform our business and seek new opportunities for growth, such as the management of BH Media Group."
Before joining Lee, Millage was an audit manager with Deloitte, LLP, after serving as a senior auditor. He holds a Bachelor of Business Administration in Accounting & Finance from the University of Iowa.
Millage and his wife, Kim, have four children.
ABOUT LEE
Lee Enterprises is a leading provider of local news and information, and a major platform for advertising, with daily newspapers, rapidly growing digital products and nearly 300 weekly and specialty publications serving 49 markets in 21 states. Year to date, Lee's newspapers have average circulation of 0.8 million daily and 1.1 million Sunday, and are estimated to reach almost three million readers in print alone. Lee's markets include St. Louis, MO; Lincoln, NE; Madison, WI; Davenport, IA; Billings, MT; Bloomington, IL; and Tucson, AZ. Lee Common Stock is traded on the New York Stock Exchange under the symbol LEE. For more information about Lee, please visit www.lee.net.
Contact:
Charles Arms
Corporate Communications Manager
IR@lee.net
(563) 383-2100