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Cumulus Media cancels all common shares under plan

All issued and outstanding Cumulus Media common shares, including Class A, were cancelled under the Plan as the company emerged from Chapter 11.

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Form Type
4

Rhea-AI Filing Summary

Cumulus Media Inc. reported a disposition to the issuer of 162,100 Class A common shares by Collin R. Jones, Executive Vice President, Corporate Strategy & Development and President of Westwood One, on October 16, 2026; his reported direct holdings afterward were zero. The transaction coincided with the Plan’s effective date: all issued and outstanding company common shares, including Class A common stock, were cancelled and extinguished as Cumulus Media emerged from Chapter 11.

Insider JONES COLLIN R.
Role See Remarks
Type Security Shares Price Value
Disposition Class A Common Stock, par value $0.0000001 per share F1, F2, F3 162,100 -- --
Holdings After Transaction: Class A Common Stock, par value $0.0000001 per share — 0 shares (Direct)
Footnotes (3)
  1. F1. On March 4, 2026, the Company and certain of its direct and indirect subsidiaries (collectively with the Company, the "Company Parties") commenced filing voluntary petitions (the "Chapter 11 Cases") in the United States Bankruptcy Court for the Southern District of Texas (the "Bankruptcy Court") seeking relief under Chapter 11 of Title 11 of the United States Code. On March 5, 2026, the Company Parties filed the Disclosure Statement for the Joint Prepackaged Chapter 11 Plan of Reorganization of Cumulus Media Inc. and Its Debtor Affiliates and the Joint Prepackaged Chapter 11 Plan of Reorganization of Cumulus Media Inc. and Its Debtor Affiliates in the Chapter 11 Cases in the Bankruptcy Court. On April 13, 2026, the Company Parties filed the Modified Joint Prepackaged Chapter 11 Plan of Reorganization of Cumulus Media Inc. and Its Debtor Affiliates (as may be amended or supplemented from time to time in accordance with its terms, the "Plan").
  2. F2. On April 15, 2026, the Bankruptcy Court entered an order confirming the Plan (the "Confirmation Order"). On October 16, 2026 (the "Effective Date"), the Company Parties satisfied the conditions to effectiveness of the Plan set forth in the Confirmation Order and the Plan, the Plan became effective in accordance with its terms and the Company Parties emerged from Chapter 11.
  3. F3. On the Effective Date, all of the Company's issued and outstanding shares of common stock, including the Company's Class A Common Stock, par value $0.0000001 per share, were cancelled and extinguished pursuant to the Plan.
Shares disposed to issuer 162,100 shares Class A common stock; October 16, 2026
Direct shares following transaction 0 shares Reported position after the October 16, 2026 transaction
Transaction date October 16, 2026 Disposition of Class A common shares
Chapter 11 regulatory
"seeking relief under Chapter 11"
Chapter 11 is a U.S. bankruptcy process that lets a financially distressed company keep operating while it reorganizes its debts and business plan under court supervision. Think of it as a formal pause that allows the company to renegotiate payments, shed contracts or assets, and seek a path to profitability instead of being liquidated; investors watch it because it can change the value and priority of claims, equity dilution, or the likelihood of recovery.
Plan of Reorganization regulatory
"Modified Joint Prepackaged Chapter 11 Plan of Reorganization"
A plan of reorganization is a formal blueprint used during bankruptcy to rearrange a company’s debts, assets and ownership so it can keep operating. It lays out who gets paid, what creditors and shareholders receive, and how the business will change going forward; think of it as a court-approved debt and recovery roadmap that decides whether investors keep value, receive new securities or cash, or lose their stake.
Effective Date regulatory
"On October 16, 2026 (the "Effective Date")"
The effective date is the specific calendar day when a contract, regulatory action, corporate change, or financial disclosure officially begins to apply and take legal or operational effect. For investors, it marks the moment rules, obligations, ownership, pricing, or reporting change—similar to the exact minute a light switch is flipped—so it determines when rights, liabilities, or market impacts start and which periods or transactions are affected.
issued and outstanding financial
"all of the Company's issued and outstanding shares of common stock"
Issued and outstanding refers to two related counts of a company's stock: "issued" is the total number of shares the company has created and ever sold, while "outstanding" is the number of those shares currently held by outside investors (issued shares minus any the company holds in its treasury). Investors use outstanding shares to calculate ownership percentages, voting power, earnings per share and market capitalization — think of issued shares as all slices baked and outstanding as the slices actually on the table for people to eat.

FAQ

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

How many CMLS shares did Collin R. Jones dispose of?

Collin R. Jones reported a disposition to the issuer of 162,100 Class A common shares on October 16, 2026, and his reported direct holdings afterward were zero. The transaction date was also the Plan’s effective date.

Why were CMLS Class A common shares cancelled?

The company states that all of its issued and outstanding common shares, including Class A common stock, were cancelled and extinguished under the Plan. The Plan became effective on October 16, 2026, when the Company Parties emerged from Chapter 11.

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

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SEC Form 4
FORM 4UNITED 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
X
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*
JONES COLLIN R.

(Last)(First)(Middle)
C/O CUMULUS MEDIA INC.
780 JOHNSON FERRY ROAD NE SUITE 500

(Street)
ATLANTA GEORGIA 30342

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
CUMULUS MEDIA INC [ CMLS ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
See Remarks
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
10/16/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Class A Common Stock, par value $0.0000001 per share10/16/2026D(1)(2)(3)162,100D(1)(2)(3)0D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. On March 4, 2026, the Company and certain of its direct and indirect subsidiaries (collectively with the Company, the "Company Parties") commenced filing voluntary petitions (the "Chapter 11 Cases") in the United States Bankruptcy Court for the Southern District of Texas (the "Bankruptcy Court") seeking relief under Chapter 11 of Title 11 of the United States Code. On March 5, 2026, the Company Parties filed the Disclosure Statement for the Joint Prepackaged Chapter 11 Plan of Reorganization of Cumulus Media Inc. and Its Debtor Affiliates and the Joint Prepackaged Chapter 11 Plan of Reorganization of Cumulus Media Inc. and Its Debtor Affiliates in the Chapter 11 Cases in the Bankruptcy Court. On April 13, 2026, the Company Parties filed the Modified Joint Prepackaged Chapter 11 Plan of Reorganization of Cumulus Media Inc. and Its Debtor Affiliates (as may be amended or supplemented from time to time in accordance with its terms, the "Plan").
2. On April 15, 2026, the Bankruptcy Court entered an order confirming the Plan (the "Confirmation Order"). On October 16, 2026 (the "Effective Date"), the Company Parties satisfied the conditions to effectiveness of the Plan set forth in the Confirmation Order and the Plan, the Plan became effective in accordance with its terms and the Company Parties emerged from Chapter 11.
3. On the Effective Date, all of the Company's issued and outstanding shares of common stock, including the Company's Class A Common Stock, par value $0.0000001 per share, were cancelled and extinguished pursuant to the Plan.
Remarks:
Executive Vice President, Corporate Strategy & Development and President of Westwood One
/s/ Richard S. Denning, Attorney-in-Fact10/16/2026
** Signature of Reporting PersonDate
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)

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