Gray Media director receives restricted stock grant

NEWTON HOWELL reported acquisition or exercise transactions in this Form 4 filing.

Rhea-AI Filing Summary

NEWTON HOWELL reported acquisition or exercise transactions in this Form 4 filing.

GRAY MEDIA, INC director Newton Howell received a grant of restricted stock as part of his compensation. He was awarded 30,741 shares of Common Stock at a price of $0.00 per share, indicating a non-cash equity award. The restricted stock vests in full on April 30, 2027, so Howell must remain in service until that date to receive all shares. After this grant, he directly holds 145,265 shares of Common Stock and 22,195 shares of Class A Common Stock.

Insider Trade Summary

Grant/Award: 30,741 shares

Grant/Award 2 txns

Insider NEWTON HOWELL

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	30,741	$0.00	$0.00
holding	Class A Common Stock	--	--	--

Holdings After Transaction: Common Stock — 145,265 shares (Direct); Class A Common Stock — 22,195 shares (Direct)

Footnotes (1)

1. F1. Represents grant of restricted stock, which vests in full on April 30, 2027.

Key Figures

Restricted stock grant: 30,741 shares Grant price: $0.00 per share Vesting date: April 30, 2027 +2 more

5 metrics

Restricted stock grant 30,741 shares Common Stock award to director Newton Howell

Grant price $0.00 per share Price for restricted stock award

Vesting date April 30, 2027 Restricted stock vests in full on this date

Common Stock holdings 145,265 shares Total Common Stock directly held after grant

Class A Common Stock holdings 22,195 shares Direct Class A Common Stock holding entry

Key Terms

restricted stock, vests in full, Class A Common Stock, Grant, award, or other acquisition

4 terms

restricted stock financial

"Represents grant of restricted stock, which vests in full on April 30, 2027."

Shares granted to an individual that carry limits on transfer or sale until certain conditions are met, such as staying with the company for a set time or hitting performance targets. Think of them as a locked gift that gradually opens; for investors they matter because they affect how many shares may enter the market later, signal management incentives and potential dilution, and reveal confidence in future company performance.

vests in full financial

"Represents grant of restricted stock, which vests in full on April 30, 2027."

Class A Common Stock financial

"security_title: Class A Common Stock"

Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.

Grant, award, or other acquisition financial

"transaction_code_description: Grant, award, or other acquisition"

FAQ

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

What did Gray Media (GTN) director Newton Howell report in this Form 4?

Director Newton Howell reported receiving a grant of 30,741 shares of Gray Media Common Stock. The award is a restricted stock grant with no cash paid per share, increasing his direct equity stake in the company as part of his overall compensation.

How many Gray Media (GTN) shares did Newton Howell receive in the latest grant?

Newton Howell received 30,741 shares of Gray Media Common Stock. These shares were granted at $0.00 per share as a restricted stock award, meaning they are compensation-based equity rather than shares purchased in the open market for cash.

When do Newton Howell’s new Gray Media (GTN) restricted shares vest?

The 30,741 restricted shares granted to Newton Howell vest in full on April 30, 2027. Vesting means the shares become fully owned by him at that date, assuming any continued service or other vesting conditions are satisfied through that time.

How many Gray Media (GTN) shares does Newton Howell hold after this transaction?

After the restricted stock grant, Newton Howell directly holds 145,265 shares of Gray Media Common Stock. He also directly holds 22,195 shares of Class A Common Stock, giving him a combined direct ownership across both share classes reported in this filing.

Was Newton Howell’s Gray Media (GTN) stock grant an open-market purchase?

No, the transaction was not an open-market purchase. It was coded as a grant or award with a price of $0.00 per share, meaning the shares were issued to Newton Howell as compensation rather than bought by him on the stock market.

Does the Form 4 show any Gray Media (GTN) stock sales by Newton Howell?

The Form 4 does not show any stock sales by Newton Howell. It reports a restricted stock grant classified as an acquisition and a separate holding entry for Class A Common Stock, with no open-market or other share dispositions disclosed in this data.

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

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Accepted by SEC EDGAR 05/08/2026 - 07:00 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^*

NEWTON HOWELL

(Last) (First) (Middle)

4370 PEACHTREE ROAD, NE

SUITE 400

(Street)

ATLANTA GEORGIA 30319

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
GRAY MEDIA, INC [ GTN ]

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

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/06/2026

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	05/06/2026		A		30,741(1)	A	$0	145,265	D
Class A Common Stock								22,195	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 grant of restricted stock, which vests in full on April 30, 2027.

	/s/ Ginger Davis by Power of Attorney	05/08/2026
	** 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)