Master Operating Document

Version: First Pass — April 30, 2026

Author: Ricky D. Burns, on behalf of Gray Media

Status: Living document · Working draft · Confidential — Pre‑decisional · Internal

Replaces / consolidates: Third Rail Backbone — Working Doc (v. April 24, 2026), plus working notes from multiple internal threads


A note before you start.

Most operating documents are written to impress. This one is written to be useful at 7 a.m. on a Tuesday when something has gone sideways and someone needs to know who decides, who pays, and who is on the hook.

A 150‑acre campus does not run on slogans. It runs on whether the right person knows the right thing at the right time, and whether the structure underneath the work makes that automatic instead of accidental. That is what this document is. The frameworks, the dependency model, the seat‑based accountability, the scenario matrix — those are the load‑bearing walls. The voice is just the paint.

Two rules I gave myself while writing it: tell the truth about what is decided versus what is still open, and outlive the people in the seats. Twenty years from now a new team should be able to open this and pick up the thread.

It is intentionally thorough. It is also intentionally honest about what it does not know yet. Both are deliberate.

— Ricky D. Burns


CONFIDENTIAL — INTERNAL WORKING DRAFT

This document is a confidential, internal, pre‑decisional working draft prepared for discussion purposes only. It is shared with a limited internal audience for review and feedback. It has not been reviewed or approved by the Board of Directors of Gray Media, Inc., its officers, its legal counsel, or its outside advisors.

Nothing in this document constitutes: (i) a final decision, commitment, or agreement by Gray Media or any affiliate; (ii) a definitive description of any entity, structure, partnership, or transaction; (iii) legal, tax, accounting, regulatory, or investment advice; (iv) an offer to sell or a solicitation of an offer to buy any security; or (v) any representation or warranty as to the accuracy or completeness of the information herein.

All entity names, brand names, and working titles referenced in this document — including but not limited to "Third Rail Backbone," "Assembly," and "Assembly Studios" — are working designations only and remain subject to legal review, trademark clearance, and board approval. Any contemplated entities described herein are conceptual and are subject in all respects to final legal structuring, tax analysis, governance review, and board authorization.

References to any third party, affiliate, or separately‑governed public company (including without limitation Atlantic American Corporation, NBCUniversal, JLL, The Gipson Company, and any named service providers or agencies) are illustrative only and do not represent any commitment, agreement, or arrangement absent a fully executed, arm's‑length, commercially reasonable definitive agreement approved under each party's own independent governance processes.

Gray Media, Inc. is a publicly traded company. This document contains forward‑looking statements and internal strategic thinking that may constitute material non‑public information (MNPI). Recipients are reminded of their obligations under applicable securities laws, including Regulation FD and insider trading rules. Do not trade in Gray Media or Atlantic American securities on the basis of information in this document, and do not share it with anyone outside the intended recipient list without approval.

Any references to AI‑assisted drafting, analysis, or content generation throughout this document are disclosed consistent with applicable disclosure expectations. AI tools were used to support drafting; all substantive decisions rest with human authors and reviewers.

Final organizational decisions — including whether to form any new entity, the scope of any such entity, and any use of the backbone structure beyond the initial intended scope — remain at the sole discretion of the parent company and its board, subject to all applicable governance, legal, regulatory, and fiduciary requirements.

People are referenced by role, not by name. Example: CEO of Gray Media, Owner's Representative, Marketing Lead, JLL Lead. Names are tracked in a separate internal contact list, not in this document.

Status legend used throughout: LOCKED decided unless intentionally revisited · DRAFT in progress · PROPOSED outside‑sourced recommendation pending internal ratification · TBD to be determined · FLAG governance concern requiring privileged handling · CONFIRM factual claim that must be verified before external use.

Acronyms. Every acronym in this document is expanded on its first use within a section, and the full list lives in §27 Glossary at the back. If you hit one that is not on the list, that is an oversight — flag it and it gets added.

Distribution: Internal, pre‑distribution. Do not forward, copy, or reproduce without author's consent.