1
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NAMES OF REPORTING PERSONS S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
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Katherine C. Meredith, individually, as investment director/trustee of various trusts created by deceased members of the Meredith family and as a board member of an Iowa not-for-profit corporation
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) /X/(b) / /
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS
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N/A
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) / /
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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United States Citizen
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7
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SOLE VOTING POWER
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NUMBER OF SHARES
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7,203 shares of Common Stock and
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1,717,012 shares of Class B Common Stock
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BENEFICIALLY
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8
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SHARED VOTING POWER
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OWNED BY
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92,412 shares of Common Stock and
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92,412 shares of Class B Common Stock
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EACH
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9
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SOLE DISPOSITIVE POWER
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REPORTING
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7,203 shares of Common Stock and
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1,874,706 shares of Class B Common Stock
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PERSON
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10
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SHARED DISPOSITIVE POWER
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WITH
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92,412 shares of Common Stock and
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92,412 shares of Class B Common Stock
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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99,615 shares of Common Stock and 1,967,118 shares of Class B Common Stock
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12
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES / /
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
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5.3% of shares of Common Stock (assuming conversion of the Class B) and 25.5% shares of Class B Common Stock
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14
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TYPE OF REPORTING PERSON
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IN
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1
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NAMES OF REPORTING PERSONS S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
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D. Mell Meredith Frazier, individually, as investment director/trustee of various trusts created by deceased Meredith family members, and as a board member of an Iowa not-for-profit corporation
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) /X/(b) / /
|
3
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SEC USE ONLY
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4
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SOURCE OF FUNDS
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N/A
|
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) / /
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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United States Citizen
|
7
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SOLE VOTING POWER
|
|
NUMBER OF SHARES
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60,608* shares of Common Stock and
|
|
2,117,822 shares of Class B Common Stock
|
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BENEFICIALLY
|
8
|
|
SHARED VOTING POWER
|
||
OWNED BY
|
92,412 shares of Common Stock and
|
|
850,106 shares of Class B Common Stock
|
||
EACH
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||
9
|
SOLE DISPOSITIVE POWER
|
|
REPORTING
|
60,608 shares of Common Stock and
|
|
2,117,822 shares of Class B Common Stock
|
||
PERSON
|
||
10
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SHARED DISPOSITIVE POWER
|
|
WITH
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92,412 shares of Common Stock and
|
|
692,412 shares of Class B Common Stock
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11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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153,020 shares of Common Stock and 2,967,928 shares of Class B Common Stock
|
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES / /
|
13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
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7.8% of shares of Common Stock (assuming conversion of the Class B) and 38.5% shares of Class B Common Stock
|
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14
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TYPE OF REPORTING PERSON
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IN
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1
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NAMES OF REPORTING PERSONS S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
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Edwin T. Meredith, IV, individually, as investment director/trustee of various trusts created by deceased Meredith family members, and as a board member of an Iowa not-for-profit corporation
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) /X/(b) / /
|
3
|
SEC USE ONLY
|
4
|
SOURCE OF FUNDS
|
N/A
|
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)/ /
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
United States Citizen
|
7
|
SOLE VOTING POWER
|
|
NUMBER OF SHARES
|
2,220,213 shares of Class B Common Stock
|
|
BENEFICIALLY
|
8
|
|
SHARED VOTING POWER
|
||
OWNED BY
|
92,412 shares of Common Stock and
|
|
850,106 shares of Class B Common Stock
|
||
EACH
|
||
9
|
SOLE DISPOSITIVE POWER
|
|
REPORTING
|
2,220,213 shares of Class B Common Stock
|
|
PERSON
|
||
10
|
SHARED DISPOSITIVE POWER
|
|
WITH
|
92,412 shares of Common Stock and
|
|
692,412 shares of Class B Common Stock
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
92,412 shares of Common Stock and 3,070,319 shares of Class B Common Stock
|
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES / /
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
7.9% of shares of Common Stock (assuming conversion of the Class B) and 39.8% shares of Class B Common Stock
|
|
14
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TYPE OF REPORTING PERSON
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IN
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Item 4.
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Purpose of the Transaction.
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This Amendment is being filed to report the following transactions by the Reporting Persons:
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On February 10, 2014, Dianna Mell Meredith Frazier and Edwin T. Meredith, IV, as an investment advisor to a trust for the benefit of her or him and members of her or his immediate family, each converted 300,000 shares of Class B Common Stock of Meredith Corporation (the "Company") into Common Stock of the Company and then sold the 300,000 shares of Common Stock of the Company.
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Item 5.
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Interest in Securities of the Issuer.
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(a)
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Katherine C. Meredith: 99,615 shares of Common Stock (5.3%* of Common Stock outstanding) 1,967,118 shares of Class B Common Stock (25.5% of Class B Common Stock outstanding)
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D. Mell Meredith Frazier: 153,020 shares of Common Stock (7.8%* of Common Stock outstanding) 2,967,928 shares of Class B Common Stock (38.5% of Class B Common Stock outstanding)
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Edwin T. Meredith, IV: 92,412 shares of Common Stock (7.9%* of Common Stock outstanding) 3,070,319 shares of Class B Common Stock (39.8% of Class B Common Stock outstanding)
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*Assumes conversion of Class B into Common Stock. The Class B Common Stock is convertible, share for share, into Common Stock.
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(b)
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See facing pages for each reporting person.
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D. Mell Meredith Frazier and Edwin T. Meredith, IV are sister and brother and Katherine C. Meredith is their mother. Under Rule 13d-3, persons who have the power to vote or dispose of the shares listed above either alone or jointly with others are deemed to be the beneficial owners of such shares. Because the voting or dispositive power of certain shares listed above is shared, the same securities in such cases are attributed to more than one of the Reporting Persons.
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(c)
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No transactions in shares of Common Stock or Class B Common Stock were effected by any of the Reporting Persons in the past 60 days except for the transactions described in Item 4 or previously reported on an amendment to this Schedule 13D.
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(d)
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None
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(e)
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Not applicable
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/s/ Katherine C. Meredith
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Katherine C. Meredith
|
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/s/ D. M. M. Frazier
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D. Mell Meredith Frazier
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/s/ Edwin T. Meredith, IV
|
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Edwin T. Meredith, IV
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