Clear Channel exec reports new stock awards

Clear Channel Outdoor Holdings executive David Sailer reported stock-based compensation activity involving the company’s common stock.

Rhea-AI Filing Summary

Clear Channel Outdoor Holdings executive David Sailer reported stock-based compensation activity involving the company’s common stock. He received 196,078 shares earned from performance stock units after meeting performance criteria, and separately was granted 291,666 restricted stock units that will vest in full on April 29, 2027.

To cover related tax withholding obligations, 142,829 shares were withheld by the company at a price of $2.40 per share, which is a non-market, tax-related disposition rather than an open-market sale. After these transactions, Sailer directly owns 1,326,779 shares of Clear Channel Outdoor common stock.

Insider Trade Summary

3 transactions reported

Mixed 3 txns

Insider Sailer David

Role See Remarks

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	291,666	$0.00	$0.00
Exercise Price or Tax Liability	Common Stock	142,829	$2.40	$343K
Grant/Award	Common Stock	196,078	$0.00	$0.00

Holdings After Transaction: Common Stock — 1,522,857 shares (Direct)

Footnotes (3)

1. F1. Represents shares earned upon satisfaction of performance criteria in connection with performance stock units.
2. F2. Represents the number of shares withheld by the Company to cover tax withholding obligations in connection with the vesting of performance stock units.
3. F3. Represents a grant of restricted stock units, which vest in full on April 29, 2027.

Key Figures

Performance stock units earned: 196,078 shares Restricted stock units granted: 291,666 units Shares withheld for taxes: 142,829 shares +2 more

5 metrics

Performance stock units earned 196,078 shares Common stock earned upon satisfaction of performance criteria

Restricted stock units granted 291,666 units Grant vests in full on April 29, 2027

Shares withheld for taxes 142,829 shares Withheld to cover tax obligations on PSU vesting

Tax withholding price $2.40 per share Value used for tax-withholding disposition

Shares owned after transactions 1,326,779 shares Direct ownership of Clear Channel Outdoor common stock

Key Terms

performance stock units, restricted stock units, tax withholding obligations, tax-withholding disposition

4 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.

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.

tax withholding obligations financial

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

tax-withholding disposition financial

"transaction_action: tax-withholding disposition"

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transactions did David Sailer report at Clear Channel Outdoor (CCO)?

David Sailer reported stock-based compensation transactions in Clear Channel Outdoor common stock, including earned performance stock units, a new restricted stock unit grant, and shares withheld for taxes. These are routine equity compensation and tax withholding events rather than open-market purchases or sales.

How many Clear Channel Outdoor (CCO) shares did David Sailer acquire in this Form 4?

David Sailer acquired 196,078 shares earned from performance stock units and was granted 291,666 restricted stock units. These awards represent equity compensation, with the restricted stock units scheduled to vest in full on April 29, 2027, subject to continued service and plan terms.

Why were 142,829 Clear Channel Outdoor (CCO) shares disposed of in Sailer's Form 4?

The 142,829 shares were withheld by Clear Channel Outdoor to satisfy tax withholding obligations tied to the vesting of performance stock units. This tax-withholding disposition is not an open-market sale and reflects a standard mechanism for covering income tax due on vested equity.

What is the vesting schedule for David Sailer's new restricted stock units at Clear Channel Outdoor (CCO)?

David Sailer's new grant of 291,666 restricted stock units will vest in full on April 29, 2027. Vesting on that date means the units convert into shares if the grant’s conditions are satisfied, aligning part of his compensation with the company’s future performance and retention.

How many Clear Channel Outdoor (CCO) shares does David Sailer own after these transactions?

Following the reported equity compensation and tax withholding transactions, David Sailer directly owns 1,326,779 shares of Clear Channel Outdoor common stock. This figure reflects his updated direct holdings after the earned performance stock units, new restricted stock units, and shares withheld for taxes.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 05/01/2026 - 04:05 PM Learn about SEC filing dates

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^*

Sailer David

(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)
	See Remarks

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		291,666(1)	A	$0	1,469,608	D
Common Stock	04/29/2026		F		142,829(2)	D	$2.4	1,326,779	D
Common Stock	04/29/2026		A		196,078(3)	A	$0	1,522,857	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.

Remarks:

Executive Vice President, Chief Financial Officer

	/s/ Lynn A. Feldman, as Attorney-in-fact on behalf of David Sailer	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)