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Entravision (EVC) CFO reports tax share withholding and large performance unit grants

Filing Impact
(High)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Entravision Communications Corp.’s Chief Financial Officer reported an insider equity transaction and updated equity awards. On December 20, 2025, the officer had 93,221 shares of Class A common stock withheld at $3.18 per share to cover taxes triggered by the vesting of several prior restricted stock unit grants. After this withholding, the officer beneficially owns 598,352 Class A shares, which include 319,100 restricted stock units.

The filing also reports derivative awards in the form of performance units tied to Class A common stock. One grant covers 230,000 performance units scheduled to begin time-based vesting on January 21, 2026, and another covers 100,000 performance units beginning time-based vesting on January 25, 2025. In both cases, each performance unit can convert into one share upon vesting, subject to a combination of time-based vesting and market-based total shareholder return hurdles.

Positive

  • None.

Negative

  • None.
Insider Boelke Mark
Role Chief Financial Officer
Type Security Shares Price Value
Tax Withholding Class A common stock 93,221 $3.18 $296K
holding Performance Units -- -- --
holding Performance Units -- -- --
Holdings After Transaction: Class A common stock — 598,352 shares (Direct); Performance Units — 230,000 shares (Direct)
Footnotes (1)
  1. Transaction represents a withholding of common stock to satisfy tax withholding obligation due to the vesting on December 20, 2025 of 37,500 restricted stock unit grants dated December 14, 2022, 41,650 restricted stock unit grants dated February 14, 2023, 25,000 restricted stock unit grants dated January 25, 2024, and 75,000 restricted stock unit grants dated January 21, 2025. Includes 319,100 restricted stock units. Each Performance Unit represents a contingent right to receive one share of the Issuer's Class A common stock upon vesting. The Performance Units vest by a combination of both (i) time-based vesting, with 20% vesting on January 21, 2026 and 10% vesting every six months thereafter in eight equal installments, and (ii) a market-based vesting condition based on total shareholder return hurdles in four equal tranches. Each Performance Unit represents a contingent right to receive one share of the Issuer's Class A common stock upon vesting. The Performance Units vest by a combination of both (i) time-based vesting, with 20% vesting on January 25, 2025 and 10% vesting every six months thereafter in eight equal installments, and (ii) a market-based vesting condition based on total shareholder return hurdles in four equal tranches.
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*
Boelke Mark
(Last) (First) (Middle)
C/O ENTRAVISION COMMUNICATIONS CORP
1 ESTRELLA WAY
(Street)
BURBANK CA 91504
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
ENTRAVISION COMMUNICATIONS CORP [ EVC ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Financial Officer
3. Date of Earliest Transaction (Month/Day/Year)
12/20/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
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
Class A common stock 12/20/2025 F(1) 93,221 D $3.18 598,352(2) 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
Performance Units (3) (3) 01/21/2030 Class A common stock 230,000 230,000 D
Performance Units (4) (4) 01/25/2029 Class A common stock 100,000 100,000 D
Explanation of Responses:
1. Transaction represents a withholding of common stock to satisfy tax withholding obligation due to the vesting on December 20, 2025 of 37,500 restricted stock unit grants dated December 14, 2022, 41,650 restricted stock unit grants dated February 14, 2023, 25,000 restricted stock unit grants dated January 25, 2024, and 75,000 restricted stock unit grants dated January 21, 2025.
2. Includes 319,100 restricted stock units.
3. Each Performance Unit represents a contingent right to receive one share of the Issuer's Class A common stock upon vesting. The Performance Units vest by a combination of both (i) time-based vesting, with 20% vesting on January 21, 2026 and 10% vesting every six months thereafter in eight equal installments, and (ii) a market-based vesting condition based on total shareholder return hurdles in four equal tranches.
4. Each Performance Unit represents a contingent right to receive one share of the Issuer's Class A common stock upon vesting. The Performance Units vest by a combination of both (i) time-based vesting, with 20% vesting on January 25, 2025 and 10% vesting every six months thereafter in eight equal installments, and (ii) a market-based vesting condition based on total shareholder return hurdles in four equal tranches.
/s/ Jeffrey C. DeMartino by power of attorney for Mark A. Boelke 12/23/2025
** 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.

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did Entravision Communications (EVC) report in this Form 4?

The Chief Financial Officer reported a transaction on December 20, 2025 in which 93,221 shares of Class A common stock were withheld at $3.18 per share to satisfy tax withholding obligations related to vesting restricted stock units.

How many Entravision (EVC) shares does the reporting officer own after the transaction?

Following the reported tax withholding transaction, the officer beneficially owns 598,352 shares of Entravision Class A common stock, which include 319,100 restricted stock units.

What restricted stock units vested for the Entravision (EVC) officer on December 20, 2025?

The vesting on December 20, 2025 covered 37,500 restricted stock units granted on December 14, 2022, 41,650 units granted on February 14, 2023, 25,000 units granted on January 25, 2024, and 75,000 units granted on January 21, 2025.

What performance unit awards tied to Entravision (EVC) stock are reported?

The officer holds performance units convertible into Entravision Class A common stock, including 230,000 performance units with an expiration date of January 21, 2030 and 100,000 performance units with an expiration date of January 25, 2029, each representing the right to receive one share upon vesting.

How do Entravision (EVC) performance units for the officer vest?

For both performance unit grants, vesting is based on a mix of time and performance. Time-based vesting provides 20% vesting on the initial vesting date (January 21, 2026 or January 25, 2025, respectively) and 10% every six months thereafter in eight equal installments, combined with a market-based vesting condition tied to total shareholder return hurdles in four equal tranches.

What role does the reporting person hold at Entravision Communications (EVC)?

The reporting person is an officer of Entravision Communications Corp., serving as the company’s Chief Financial Officer.