Tuesday, December 11, 2012

Document: Martore sells $1.3M of Gannett stock; she gives another 75,000 shares to a family trust

CEO Gracia Martore has just sold a chunk of her stock, according to a regulatory filing this afternoon that could indicate she expects capital gains tax rates will rise next year for wealthy Americans after the fiscal cliff negotiations now underway in Washington.

The filing with the U.S. Securities and Exchange Commission involves 150,000 shares worth $2.7 million at today's closing price -- one of the single-biggest stakes I've seen in play by a company executive in recent years.

This was a three-step transaction:
  1. Martore exercised options on 150,000 shares she was awarded nearly four years ago as part of her annual compensation. She paid the company $3.75 for each share -- the so-called "strike price" -- a total of $563,000.
  2. She then gave about 75,000 of the shares to a family trust for estate planning purposes, the document says.
  3. Then she sold the remaining 75,000 for between $17.73 and $18 a share -- a total of $1.3 million. The filing says Martore sold only those shares needed to pay the option price and taxes. 
The document doesn't identify the trust's name or its beneficiaries.

GCI shares closed this afternoon at $17.97, up 12 cents. They hit a 52-week high of $19.99 in late September. 

A good sign, or bad?
Wall Street closely follows stock trading by executives known as insiders. That's one way to measure how the top brass feels about their company's prospects and the direction of share prices. Selling shares could indicate an executive thinks prices have topped out; buying, that they're relatively cheap.

But it's also common for insiders to sell shares toward the end of the year to deal with income taxes in the following year. These tax-driven sales are more likely now amid the fiscal cliff negotiations between the White House and Congress.

Indeed, under an increasingly likely scenario, capital gains taxes on investments such as stock and real estate would rise early next year for the richest Americans, about 2% of all, including Martore. Investors selling before Dec. 31 will cut their tax bill.

Her trade was detailed in an SEC Form 4. (More about those forms.)

Martore, 61, was named chief executive in October 2011 after Craig Dubow retired for health reasons.

Her stock options are the first she's exercised from the 200,000 she was awarded in 2009, based on my review of regulatory filings.

These 150,000 options were among 781,000 she owned when last spring's annual proxy report to shareholders was published, the most recent available.


  1. What a hell of a woman after she lays off thousands of workers some of which families are on food stamps or unemployment she cashes in like her mentor Dubow. These executives have no shame. I hope the ghost of Christmas past visit her in her sleep.

  2. Wise up Gannettoids. Further proof that its everybody for themselves as the execs dance around with their millions. Disgusting.

  3. I got laid off in January and Martore refused to honor my stock options. Share your wealth Martore since you're not doing anything else.

  4. The woman and her corporate staff are despicable. There is really no way around that. Choose to stay, don't complain.

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  6. Wasn't the last round of mass layoffs under Dubow? Wasn't the last round of furloughs also under Debow? And hasn't the stock price risen under Matore? She's not perfect, but isn't she a hell of a lot better?

  7. 1:31 Answers: Yes, no, yes, and I defer.

    The last round of big layoffs, 700 in June 2011, came just before Craig Dubow retired in October of that year.

    The last round of furloughs affecting many employees was in the first quarter of this year, when Martore was CEO.

    Gannett's stock closed at $10.45 a share the day Dubow retired and Martore was made CEO. It closed yesterday at $17.97 a share. That's a gain of nearly 90% vs. a much smaller 26% increase in the broader S&P 500 index, according to Google Finance data.

    These figures underestimate total return on GCI stock during the period because they don't include substantial dividend increases and payouts.

  8. Stay classy, Gracia!

    Warm Regards.

  9. There are roughly 50 editorial types at Usa Today who get bonuses, stock options snd other equity in the company on an annual basis. So dont single out Martore.

  10. A few points many exclude, including Jim:

    • The PPACA already enacts higher taxes January 1st regardless of fiscal cliff talks.
    • Obama’s fiscal cliff demand raises federal taxes on the same upper income filers.
    • Upper incomes targeted for both are $200k for single filers, $250k for families – cross it under the ACA alone and higher rates are levied from dollar one.
    • Twelve years ago, those incomes were considered wealthy, but not today as many can reach it for numerous reasons. 9:04 briefly notes some who might, others accessing the same, college savings, estates and other retirement assets and monies risk it too.

    Hence, that’s why so many across this entire nation have already exercised options, sold stocks/other assets and made other financial moves they normally wouldn’t. Obama’s quest again for higher federal tax rates, limiting and/or elimination of deductions etc. will reduce net incomes even more, further pressing many to act.

    It also explains why so many who support this company via advertising, etc. will spend less soon. And, all here know what Gannett will do when that happens…it’ll “adjust” expenses to match revenues and profit goals.

  11. Significant layoffs coming first quarter in publishing. The squeeze in that division continues.

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  13. I was laid off this year while it wasn't a mass layoff there have been buyouts and layoffs on her watch. Second Jim is correct about the Stock being up but it was going up before she took over from Dubow. Remember you could have bought this stock in March 2009 for about 2.19 a share. The stock had been just as high as it is now in the two years before she took over.Her model isn't very impressive. What do I know though I still think ta printed News Paper is worth ten internet papers.

  14. I know Newspaper is one word who care? Only trolls.

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  16. So happy for her. Guess this is her "Make a Difference" day.

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  20. She doesn't need a wall to know her purpose.


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