NEXSTAR MEDIA GROUP, INC.

NXST

Form 4 • Statement of Changes in Beneficial Ownership

SEC Accession Number: 0001193125-26-091970
Filing date: Mar 4, 2026
Earliest execution date: Mar 2, 2026
Reporting Owners: SOOK PERRY A (CEO)

Summary

Type

Sell

Net shares

-26,171

% of shares

-1.39%

Amount (USD)

$6,373,947

Insider confidence score

16.3 out of 100

Negative

  • Large discretionary sell (≥1% of shares)
  • Huge sell amount ($5M+)

Stock transactions

Transaction 1

Security

Common Stock

Action

Exercise

Date

2026-03-02

Code

M

Net shares

+66,508.0

Acquired/Disposed

Acquired

Shares Owned Before

846,472.0

Shares Owned After

912,980.0

Transaction 2

Security

Common Stock

Action

Tax_withhold

Date

2026-03-03

Code

F

Net shares

-26,171.0

Price per Share

$243.55

Amount (USD)

$6,373,947.05

Acquired/Disposed

Disposed

Shares Owned Before

912,980.0

Shares Owned After

886,809.0

Derivative Transactions

Transaction 1

Security

Restricted Stock Units

Action

Exercise

Date

2026-03-02

Code

M

Net shares

-36,949.0

Acquired/Disposed

Disposed

Shares Owned Before

73,899.0

Shares Owned After

36,950.0

Filing's footnotes

1. 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 metrics.

2. 73,899 target PSUs were awarded on March 1, 2025. 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 180% of the target number of PSUs were satisfied. Thus, the 36,949 target PSUs that vested on March 2, 2026 were converted into 66,508 shares of Nexstar common stock. The 36,950 target PSUs that vest on March 3, 2027 will also convert to 66,510 shares of Nexstar common stock at vesting date.

3. The 975,956 shares of common stock owned by PS Sook Ltd., of which Mr. Sook and his spouse are the beneficial owners.

4. The PSUs have no expiration and are subject to accelerated vesting in the event of termination of the Reporting Person's employment under certain circumstances, including change in control, a reason by the Company other than for cause, or for good reason.

This page is for informational purposes only. While we strive for accuracy, the summary may contain inaccuracies or omissions. Please refer to the official SEC filing for authoritative information. Open the SEC filing.