If the filing person has previously filed a statement
on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e),
240.13d-1(f) or 240.13d-1(g), check the following box: ¨
*The remainder of this cover page shall be filled out for a reporting
person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information
which would alter disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall
not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise
subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
| CUSIP No. 523768109 |
Page 1 of 6 Pages |
1 |
Name
of Reporting Person
Mason
P. Slaine Revocable Trust | I.R.S.
IDENTIFICATION No. (Entities Only)
02238 3942 |
2 |
Check
the appropriate box if a member of a group |
(a)
¨
(b) ¨
|
3 |
SEC
use only |
|
4 |
Source
of Funds |
PF |
5 |
Check
if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d)
or 2(e) |
¨
|
6 |
Citizenship
or Place of Organization |
Florida |
Number
OF
Shares
Beneficially
Owned by
Each
Reporting
Person With |
7 |
Sole
Voting Power |
0 |
| 8 |
Shared
Voting Power |
299,000 |
| 9 |
Sole
Dispositive Power |
0 |
| 10 |
Shared
Dispositive Power
|
299,000
|
11 |
Aggregate
Amount Beneficially Owned by each Reporting Person |
299,000 |
12 |
Check
if the Aggregate Amount in Row (11) Excludes Certain Shares |
¨ |
13 |
Percent
of Class Represented by Amount in Row (11) (1) |
5% |
14 |
Type
of Reporting Person |
OO |
(1) Based on information contained in the Annual Report on Form 10-Q
filed with the SEC by the Issuer on August 4, 2022 that there are 5,977,315 shares of Common Stock outstanding as of July 31, 2022.
| CUSIP No. 523768109 |
Page 2 of 6 |
1 |
Name
of Reporting Person
Mason P. Slaine |
2 |
Check
the appropriate box if a member of a group |
(a)
¨
(b) ¨
|
3 |
SEC
use only |
|
4 |
Source
of Funds |
PF |
5 |
Check
if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d)
or 2(e) |
¨ |
6 |
Citizenship
or Place of Organization |
USA |
Number
OF
Shares
Beneficially
Owned by
Each
Reporting
Person With |
7 |
Sole
Voting Power |
0 |
| 8 |
Shared
Voting Power |
299,000 |
| 9 |
Sole
Dispositive Power |
0 |
| 10 |
Shared
Dispositive Power
|
299,000
|
11 |
Aggregate
Amount Beneficially Owned by each Reporting Person |
299,000 |
12 |
Check
if the Aggregate Amount in Row (11) Excludes Certain Shares |
¨ |
13 |
Percent
of Class Represented by Amount in Row (11) (1) |
5% |
14 |
Type
of Reporting Person |
IN |
(1) Based on information contained in the Annual Report on Form 10-Q
filed with the SEC by the Issuer on August 4, 2022 that there are 5,977,315 shares of Common Stock outstanding as of July 31, 2022.
| CUSIP No. 523768109 |
Page 3 of 6 |
Item 1. Security and Issuer.
This Statement on Schedule 13D (“Schedule
13D”) relates to the Common Stock, $0.01 par value per share (the “Shares”) of Lee Enterprises, Incorporated, a Delaware corporation
(the “Issuer”). The address of the principal executive offices of the Issuer is 4600 E. 53rd Street, Davenport, Iowa 52807.
Item 2. Identity and Background.
(a) This Statement on Schedule 13D is being filed
by the Mason P. Slaine Revocable Trust, a trust organized in Florida (the “MPS Revocable Trust”), and Mason P. Slaine (“MPS”
and together with the MPS Revocable Trust, the “Reporting Persons”).
(b) The address of the principal office for each
of the Reporting Persons is 1000 South Ocean Blvd., Unit 501, Boca Raton, FL 33432.
(c) The principal business of each of the Reporting
Persons is investing.
(d) During the last five years, none of the Reporting
Persons has been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).
(e) During the last five years, none of the Reporting
Persons has been named as a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result
of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating
activities subject to, federal or state securities laws or finding any violation with respect to such laws.
(f) MPS is a United States citizens.
Item 3. Source and Amount of Funds or Other Consideration.
The Shares were purchased by the Reporting Persons
with personal funds.
Item 4. Purpose of the Transaction.
The Reporting Persons acquired the Shares for
investment purposes and based on the Reporting Persons’ belief that the Shares represented an attractive investment opportunity.
The Reporting Person may be interested in initiating
discussions with the Issuer in connection with the Reporting Person's investment in the Issuer. The topics may cover a range of issues,
including those related to the business and management of the Issuer and whether the Issuer should withdraw from the public market and
become a privately held company. Should the Issuer consider withdrawing from the public marketing and becoming a privately held company,
the Reporting Persons may be interested in discussing financing for such transaction with the Issuer and the board of directors of the
Issuer. The Reporting Persons may at any time reconsider and change their intentions relating to the foregoing. The Reporting Persons
may also propose or take one or more of the actions described in subsections (a) through (j) of Item 4 of Schedule 13D and may discuss
such proposals or actions with the Issuer’s management and the board of directors of the Issuer. The Reporting Persons intend to
review their investments in the Issuer on a continuing basis. Depending on various factors, including the Issuer’s financial position
and strategic direction, the outcome of the discussions and actions referenced above, actions taken by the Issuer’s board of directors,
price levels of the Shares and other investment opportunities available to the Reporting Persons, conditions in the securities market,
general economic and industry conditions, the Reporting Persons may in the future take actions with respect to their investment position
in the Issuer as they deem appropriate; and taking any other action to maximize the value of the Reporting Persons’ investment
position in the Issuer.
The Reporting Persons may, from time to time, determine to increase
or decrease the Reporting Persons’ ownership of the Issuer's Shares, approve an extraordinary corporate transaction with regard
to the Issuer or engage in any of the events set forth in Items 4(a) through (j) of Schedule 13D.
| CUSIP No. 523768109 |
Page 4 of 6 |
Item 5. Interest in Securities of the Issuer.
(a) Pursuant to the most recently
filed Annual Report on Form 10-Q filed with the SEC by the Issuer on August 4, 2022, the Issuer had 5,977,315 Shares outstanding, The
MPS Revocable Trust is the owner of 299,000 Shares or 5% of the total number of outstanding Shares. MPS, as the sole trustee of the MPS
Revocable Trust, may be deemed the beneficial owner of 299,000 Shares held directly by the MPS Revocable Trust as record owner.
(b) Each of the Reporting
Persons has shared power to vote and dispose of 299,000 Shares reported on this Schedule 13D.
(c) The transactions in the
Issuer's Shares effected during the past 60 days includes broker sales set forth below:
| Date | | |
Amount | | |
Price ($) | |
| 09/20/2022 | | |
| 2,000 | | |
| 18.4351 | |
| 09/19/2022 | | |
| 1,773 | | |
| 18.4351 | |
| 09/16/2022 | | |
| 227 | | |
| 18.4096 | |
| 09/16/2022 | | |
| 117 | | |
| 18.6368 | |
| 09/15/2022 | | |
| 7,348 | | |
| 18.6968 | |
| 09/14/2022 | | |
| 4,856 | | |
| 18.6149 | |
| 09/13/2022 | | |
| 2,679 | | |
| 18.5901 | |
| 09/08/2022 | | |
| 7,915 | | |
| 19.1398 | |
| 09/06/2022 | | |
| 2,470 | | |
| 19.1368 | |
| 09/01/2022 | | |
| 1 | | |
| 19.1800 | |
| 08/30/2022 | | |
| 2,988 | | |
| 19.2343 | |
| 08/29/2022 | | |
| 2,577 | | |
| 19.2227 | |
| 07/26/2022 | | |
| 4,049 | | |
| 17.5000 | |
| 07/25/2022 | | |
| 5,950 | | |
| 17.3883 | |
| 07/22/2022 | | |
| 1,200 | | |
| 17.4933 | |
Except as described in this Schedule 13D, there have been no other
transactions in the Issuer's Shares effected by the Reporting Persons during the last 60 days.
(d) No other person has the right to receive or the power to direct
the receipt of dividends from, or the proceeds of sale of, any of the Shares beneficially owned by the Reporting Persons.
| CUSIP No. 523768109 |
Page 5 of 6 |
(e) Not applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships
With Respect to Securities of the Issuer.
There are no contracts, arrangements, understandings
or relationships (legal or otherwise) between the Reporting Persons and any person with respect to the securities of the Issuer, including
but not limited to transfer or voting of any of the securities, finder's fees, joint ventures, loan or option arrangements, puts or calls,
guarantees of profits, division of profits or loss, or the giving or withholding of proxies or any pledge or contingency, the occurrence
of which would give another person voting or investment power over the Issuer's securities.
Item 7. Material to be Filed as Exhibits.
None.
| CUSIP No. 523768109 |
Page 6 of 6 |
SIGNATURE
After reasonable inquiry and to the best of our
knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct.
September 23, 2022
| |
Mason P. Slaine Revocable Trust |
| |
|
| |
By: |
/s/ Mason P. Slaine |
| |
Name: |
Mason P. Slaine
|
| |
Title: |
Trustee |
| |
Mason P. Slaine |
| |
|
| |
By: |
/s/ Mason P. Slaine |
| |
Name: |
Mason P. Slaine |
Exhibits:
Exhibit A- Joint Filing Agreement
EXHIBIT A
JOINT FILING AGREEMENT
In accordance with Rule 13d-1(k) under the Securities Exchange Act
of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a statement on Schedule 13D (including amendments
thereto) with respect to the Common Stock of Tribune Publishing Company and further agree that this agreement be included as an exhibit
to such filing. Each party to the agreement expressly authorizes each other party to file on its behalf any and all amendments to such
statement. Each party to this agreement agrees that this joint filing agreement may be signed in counterparts.
In evidence whereof, the undersigned have caused this Joint Filing
Agreement to be executed on their behalf this 23nd day of September, 2022.
| |
Mason P. Slaine Revocable Trust |
| |
|
| |
By: |
/s/ Mason P. Slaine |
| |
Name: |
Mason P. Slaine
|
| |
Title: |
Trustee |
| |
Mason P. Slaine |
| |
|
| |
By: |
/s/ Mason P. Slaine |
| |
Name: |
Mason P. Slaine |
