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): September 8, 2020

Gannett Co., Inc.
(Exact Name of Registrant as Specified in Its Charter)

Delaware
001-36097
38-3910250
(State or other jurisdiction
of incorporation)
(Commission File Number)
(IRS Employer
Identification No.)
7950 Jones Branch Drive
McLean, VA
 
22107-0910
(Address of principal executive offices)
(Zip Code)

Registrant’s telephone number, including area code: 703-854-6000

Not Applicable
Former name or former address, if changed since last report

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:

☐
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class
  
Trading
Symbol(s)
  
Name of each exchange
on which registered
Common Stock, par value $0.01 per share
  
GCI
  
New York Stock Exchange
Preferred Stock Purchase Rights
  
N/A
  
New York Stock Exchange

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).

Emerging growth company  ☐

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 the Exchange Act.  ☐

Item 5.02  Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On September 8, 2020, the Board of Directors (the “Board”) of Gannett Co., Inc. (the “Company”) received and accepted the resignation of Mr. Mayur Gupta from his position as a member of the Board, effective upon starting his new position with the Company, as described below.

The Board intends to appoint a new director to the Board to fill the vacant seat created by Mr. Gupta’s resignation and has begun the search process.

Item 8.01 Other Events.

On September 8, 2020, the Company announced that Mr. Gupta has joined the Company as Chief Marketing and Strategy Officer, effective as of September 8, 2020.

A copy of the press release with this announcement is attached as Exhibit 99.1 to this Current Report on Form 8-K.

Item 9.01 Financial Statements and Exhibits.

No.
  
Description
 
Press release dated September 8, 2020.
104
  
Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date:  September 8, 2020

 
GANNETT CO., INC.
   
 
/s/ Ivy Hernandez
 
Ivy Hernandez
 
Secretary