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Cumulus Media cancels all common shares in Chapter 11 exit

Cumulus Media's Chapter 11 plan became effective on the same date that all issued and outstanding common shares were cancelled.

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Form Type
4

Rhea-AI Filing Summary

Cumulus Media Inc. director Steven M. Galbraith reported disposition to the issuer of 175,200 directly held Class A shares and 400,000 Class A shares held by Kindred Capital Advisors LLC on October 16, 2026. The Plan became effective that day, Cumulus Media emerged from Chapter 11, and all issued and outstanding common shares were cancelled and extinguished; both reported positions following the transactions were zero.

Insider Galbraith Steven M
Role Director
Type Security Shares Price Value
Disposition Class A Common Stock, par value $0.0000001 per share F1, F2, F3 175,200 -- --
Disposition Class A Common Stock, par value $0.0000001 per share F1, F2, F3, F4 400,000 -- --
Holdings After Transaction: Class A Common Stock, par value $0.0000001 per share — 0 shares (Direct); Class A Common Stock, par value $0.0000001 per share — 0 shares (Indirect, By Kindred Capital Advisors LLC)
Footnotes (4)
  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.
  4. F4. The Reporting Person is the managing member of Kindred Capital Advisors LLC ("Kindred Capital"). Therefore, he may be deemed to have beneficial ownership of the shares of Class A common stock held directly by Kindred Capital. The Reporting Person disclaims beneficial ownership of such shares, except to the extent of his pecuniary interest therein.
Direct Class A shares disposed to issuer 175,200 shares Reported by director Steven M. Galbraith on October 16, 2026
Class A shares held by Kindred Capital Advisors LLC disposed to issuer 400,000 shares Indirect holding reported on October 16, 2026
Direct shares following transaction 0 shares Reported after the October 16, 2026 disposition
Kindred Capital Advisors LLC shares following transaction 0 shares Reported after the October 16, 2026 disposition
Chapter 11 regulatory
"emerged from 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.
Modified Joint Prepackaged Chapter 11 Plan of Reorganization regulatory
"filed the Modified Joint Prepackaged Chapter 11 Plan of Reorganization"
Confirmation Order regulatory
"the Bankruptcy Court entered an order confirming the Plan"

FAQ

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

How many CMLS shares did director Steven M. Galbraith dispose of?

Steven M. Galbraith reported disposition to the issuer of 175,200 directly held Class A shares; 400,000 shares held by Kindred Capital Advisors LLC were also disposed of on October 16, 2026. Both reported positions afterward were zero. Galbraith was the LLC's managing member and disclaimed beneficial ownership except to the extent of his pecuniary interest. No Rule 10b5-1 plan is reported.

Why were CMLS common shares cancelled?

All of Cumulus Media Inc.'s issued and outstanding common shares, including Class A Common Stock, were cancelled and extinguished pursuant to the Plan on October 16, 2026, when the Plan became effective. The Company Parties emerged from Chapter 11 that day.

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*
Galbraith Steven M

(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)
XDirector10% Owner
Officer (give title below)Other (specify below)
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)175,200D(1)(2)(3)0D
Class A Common Stock, par value $0.0000001 per share10/16/2026D(1)(2)(3)400,000D(1)(2)(3)0IBy Kindred Capital Advisors LLC(4)
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.
4. The Reporting Person is the managing member of Kindred Capital Advisors LLC ("Kindred Capital"). Therefore, he may be deemed to have beneficial ownership of the shares of Class A common stock held directly by Kindred Capital. The Reporting Person disclaims beneficial ownership of such shares, except to the extent of his pecuniary interest therein.
/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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