Form 4 for NXST NEXSTAR MEDIA GROUP, INC.
Accepted 2025-05-28 00:00:00 ET · period of report 2025-05-23 · accession 0000950170-25-078289 · SEC index · Original document
Summary rows
Aggregated the way they appear in lists: one row per insider, transaction code and security table.
| X | Filed | Traded | Ticker | Insider | Title | Type | Price | Qty | Owned | ΔOwn | Value |
|---|---|---|---|---|---|---|---|---|---|---|---|
| DM | 2025-05-28 | 2025-05-23 | NXST | Biard Michael | Pres, COO | M - OptEx | $0.00 | +5,608 | 9,400 | +148% | $0 |
| D | 2025-05-28 | 2025-05-27 | NXST | Biard Michael | Pres, COO | S - Sale+OE | $173.59 | -2,182 | 7,218 | -23% | -$378.8K |
| DM | 2025-05-28 | 2025-05-23 | NXST | Biard Michael | Pres, COO | M - OptEx | $0.00 | -5,000 | 7,500 | -40% | $0 |
Purchase Sale Sale after option exercise All abbreviations
Every reported transaction
| # | Table | Security | Date | Code | A/D | Shares | Price | Owned after | Own | Exercise / expiry | Underlying | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 1 | Common | Common Stock | 2025-05-23 | M | A | 2,500 | $0.00 | 6,292 | D | — | — | (F2) 10,000 RSUs were awarded on May 23, 2024, of which, 2,500 RSUs vest at each anniversary of the award through May 23, 2028. (F1) Each time-based restricted stock unit ("RSU") is converted into one share of Nexstar's common stock at the vesting date. Each performance-based restricted stock unit ("PSU") represents the right to receive, following vesting, between 0% and 200% of one share of Nexstar's Common Stock, subject to the level of achievement of pre-established company performance metric. |
| 2 | Common | Common Stock | 2025-05-27 | S | D | 2,182 | $173.59 | 7,218 | D | — | — | |
| 3 | Common | Common Stock | 2025-05-23 | M | A | 3,108 | $0.00 | 9,400 | D | — | — | (F3) 10,000 target PSUs were awarded on May 23, 2024, of which, 2,500 target PSUs vest at each anniversary of the award through May 23, 2028, subject to the achievement of pre-established company performance metric. The number of shares of Nexstar's common stock that may be earned is between 0% and 200% of the target number of PSUs. The Compensation Committee of Nexstar's Board of Directors performed an assessment and determined that the conditions to receive 124.33% of the target number of PSUs were satisfied. Thus, the 2,500 target PSUs that vested on May 23, 2025 were converted into 3,108 shares of Nexstar common stock. (F1) Each time-based restricted stock unit ("RSU") is converted into one share of Nexstar's common stock at the vesting date. Each performance-based restricted stock unit ("PSU") represents the right to receive, following vesting, between 0% and 200% of one share of Nexstar's Common Stock, subject to the level of achievement of pre-established company performance metric. |
| 4 | Derivative | Restricted Stock Units | 2025-05-23 | M | D | 2,500 | $0.00 | 7,500 | D | — · — to — | 3,108 Common Stock | (F1) Each time-based restricted stock unit ("RSU") is converted into one share of Nexstar's common stock at the vesting date. Each performance-based restricted stock unit ("PSU") represents the right to receive, following vesting, between 0% and 200% of one share of Nexstar's Common Stock, subject to the level of achievement of pre-established company performance metric. (F3) 10,000 target PSUs were awarded on May 23, 2024, of which, 2,500 target PSUs vest at each anniversary of the award through May 23, 2028, subject to the achievement of pre-established company performance metric. The number of shares of Nexstar's common stock that may be earned is between 0% and 200% of the target number of PSUs. The Compensation Committee of Nexstar's Board of Directors performed an assessment and determined that the conditions to receive 124.33% of the target number of PSUs were satisfied. Thus, the 2,500 target PSUs that vested on May 23, 2025 were converted into 3,108 shares of Nexstar common stock. (F5) The RSUs/PSUs have no expiration. However, any and all unvested portion of RSUs/PSUs shall be forfeited and cancelled should the awardee's employment terminate for any reason other than a company change of control. |
| 5 | Derivative | Restricted Stock Units | 2025-05-23 | M | D | 2,500 | $0.00 | 7,500 | D | — · — to — | 2,500 Common Stock | (F1) Each time-based restricted stock unit ("RSU") is converted into one share of Nexstar's common stock at the vesting date. Each performance-based restricted stock unit ("PSU") represents the right to receive, following vesting, between 0% and 200% of one share of Nexstar's Common Stock, subject to the level of achievement of pre-established company performance metric. (F2) 10,000 RSUs were awarded on May 23, 2024, of which, 2,500 RSUs vest at each anniversary of the award through May 23, 2028. (F5) The RSUs/PSUs have no expiration. However, any and all unvested portion of RSUs/PSUs shall be forfeited and cancelled should the awardee's employment terminate for any reason other than a company change of control. |