Clear Channel Outdoor (CCO) CRO reports stock awards and tax withholding in Form 4

Rhea-AI Filing Summary

Clear Channel Outdoor Holdings EVP and Chief Revenue Officer Robert McCuin reported equity compensation and related tax withholding in company stock. On April 29, 2026, he acquired 105,042 shares of Common Stock earned upon satisfaction of performance criteria for performance stock units, and separately 416,666 restricted stock units that vest in full on April 29, 2027. On the same date, 210,750 shares were withheld by the company to cover tax withholding obligations tied to vesting of performance stock units. After these transactions, he directly held 1,132,909 shares of Common Stock according to the filing.

Insights

Equity Compensation Analyst

McCuin’s Form 4 shows routine stock-based compensation and tax withholding, not open-market trading.

The filing indicates that Robert McCuin, EVP and Chief Revenue Officer of Clear Channel Outdoor Holdings, received stock awards tied to performance and service. The 105,042 shares reflect performance stock units earned, while 416,666 restricted stock units vest in full on April 29, 2027.

The 210,750 shares marked with code F were withheld to satisfy tax obligations, not sold in the market. Following these compensation and withholding events, McCuin directly held 1,132,909 common shares. Overall, the activity appears to be standard executive compensation accounting rather than a discretionary buy or sell decision.

Insider Trade Summary

3 transactions reported

Mixed 3 txns

Insider McCuin Robert

Role EVP, Chief Revenue Officer

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	416,666	$0.00	--
Tax Withholding	Common Stock	210,750	$2.40	$506K
Grant/Award	Common Stock	105,042	$0.00	--

Holdings After Transaction: Common Stock — 1,132,909 shares (Direct, null)

Footnotes (1)

1. Represents shares earned upon satisfaction of performance criteria in connection with performance stock units. Represents the number of shares withheld by the Company to cover tax withholding obligations in connection with the vesting of performance stock units. Represents a grant of restricted stock units, which vest in full on April 29, 2027.

Key Figures

Performance stock units earned: 105,042 shares Tax withholding shares: 210,750 shares Restricted stock units granted: 416,666 units +1 more

4 metrics

Performance stock units earned 105,042 shares Common Stock acquired on April 29, 2026 from performance stock units

Tax withholding shares 210,750 shares Shares withheld at $2.40 per share to cover tax obligations

Restricted stock units granted 416,666 units Grant vesting in full on April 29, 2027

Shares held after transactions 1,132,909 shares Direct ownership of Common Stock following April 29, 2026 events

Key Terms

performance stock units, tax withholding obligations, restricted stock units

3 terms

performance stock units financial

"Represents shares earned upon satisfaction of performance criteria in connection with performance stock units."

Performance stock units are a type of company award that grants employees shares of stock only if certain performance goals are met. They motivate employees to work toward specific company achievements, aligning their interests with those of shareholders. For investors, they can influence a company's future stock supply and reflect management’s confidence in reaching key targets.

tax withholding obligations financial

"shares withheld by the Company to cover tax withholding obligations in connection with the vesting"

restricted stock units financial

"Represents a grant of restricted stock units, which vest in full on April 29, 2027."

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

McCuin Robert

(Last) (First) (Middle)

C/O CLEAR CHANNEL OUTDOOR HOLDINGS, INC.

4830 NORTH LOOP 1604W, SUITE 111

(Street)

SAN ANTONIO TEXAS 78249

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Clear Channel Outdoor Holdings, Inc. [ CCO ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, Chief Revenue Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/29/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	04/29/2026		A		416,666(1)	A	$0	1,132,909	D
Common Stock	04/29/2026		F		210,750(2)	D	$2.4	922,159	D
Common Stock	04/29/2026		A		105,042(3)	A	$0	1,027,201	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents shares earned upon satisfaction of performance criteria in connection with performance stock units.

2. Represents the number of shares withheld by the Company to cover tax withholding obligations in connection with the vesting of performance stock units.

3. Represents a grant of restricted stock units, which vest in full on April 29, 2027.

	/s/ Lynn A. Feldman, as Attorney-in-fact on behalf of Robert McCuin	05/01/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What did CCO executive Robert McCuin report in this Form 4 filing?

Robert McCuin reported stock-based compensation events, including earned performance stock units and a new restricted stock unit grant, plus share withholding for taxes. These transactions adjusted his equity holdings without involving open-market purchases or sales of Clear Channel Outdoor (CCO) stock.

How many CCO shares did Robert McCuin acquire through awards on April 29, 2026?

On April 29, 2026, Robert McCuin acquired 105,042 shares of Clear Channel Outdoor common stock from earned performance stock units and 416,666 restricted stock units. These awards represent executive compensation rather than open-market buying activity, according to the Form 4 disclosure and footnotes.

Why were 210,750 CCO shares disposed of in McCuin’s Form 4?

The 210,750 Clear Channel Outdoor shares were withheld by the company to cover Robert McCuin’s tax withholding obligations when performance stock units vested. The Form 4 labels this as a tax-withholding disposition, not an open-market sale, meaning McCuin did not sell those shares to third parties.

What is Robert McCuin’s direct CCO share ownership after these transactions?

After the reported transactions, Robert McCuin directly held 1,132,909 shares of Clear Channel Outdoor common stock. This figure reflects the impact of earned performance awards, newly granted restricted stock units, and shares withheld for tax obligations on April 29, 2026.

What are performance stock units and restricted stock units in CCO’s executive pay?

Performance stock units convert into shares only if specified performance goals are met, while restricted stock units vest after a time-based service period. In this CCO filing, McCuin earned shares from performance stock units and received a new restricted stock unit grant vesting on April 29, 2027.

Did Robert McCuin buy or sell CCO shares in the open market?

The Form 4 does not show open-market purchases or sales by Robert McCuin. It reports share acquisitions from equity awards and a disposition classified as tax withholding, where the company retained shares to satisfy tax liabilities tied to vesting performance stock units.