STOCK TITAN

iHeartMedia (IHRT) director Robert Millard awarded new deferred stock units

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

iHeartMedia director Robert B. Millard reported stock-based compensation rather than open‑market trading. He received two grants of 35,629 deferred stock units (DSUs) tied to iHeartMedia Class A common stock.

One DSU award, granted in lieu of cash compensation, vests in equal quarterly installments that began on March 31, 2026. The second DSU award vests in full on the earlier of June 4, 2027 or the company’s 2027 annual meeting of stockholders. For both grants, settlement has been deferred until December 31, 2031, when the vested DSUs are scheduled to convert into shares of Class A common stock.

Positive

  • None.

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  • None.
Insider MILLARD ROBERT B
Role null
Type Security Shares Price Value
Grant/Award Class A Common Stock, par value $0.001 per share 35,629 $4.21 $150K
Grant/Award Class A Common Stock, par value $0.001 per share 35,629 $0.00 --
holding Class A Common Stock, par value $0.001 per share -- -- --
holding Class A Common Stock, par value $0.001 per share -- -- --
Holdings After Transaction: Class A Common Stock, par value $0.001 per share — 249,043 shares (Direct, null); Class A Common Stock, par value $0.001 per share — 1,023,012 shares (Indirect, By GRAT Five)
Footnotes (1)
  1. Represents deferred stock units ("DSUs") in lieu of cash compensation. Each DSU represents a contingent right to receive one share of Class A Common Stock. The DSUs vest in equal quarterly installments, which began on March 31, 2026. Settlement of the DSUs has been deferred until December 31, 2031. Represents DSUs. Each DSU represents a contingent right to receive one share of Class A Common Stock. The DSUs shall vest in full on the earlier of June 4, 2027 or the Company's 2027 annual meeting of stockholders. Settlement of the DSUs has been deferred until December 31, 2031.
DSU grant size 35,629 units Each of two DSU awards tied to Class A common stock
DSU vesting start March 31, 2026 Quarterly vesting begins for DSUs granted in lieu of cash compensation
Alternative vesting date June 4, 2027 Earlier of this date or 2027 annual meeting for second DSU grant
Settlement date December 31, 2031 Deferred settlement date when vested DSUs convert into shares
Direct holdings after grant (entry 1) 284,672 shares Total Class A common stock following one DSU-related entry
Direct holdings after grant (entry 2) 249,043 shares Total Class A common stock following second DSU-related entry
Indirect GRAT Three holdings 460,000 shares Class A common stock held indirectly via GRAT Three
Indirect GRAT Five holdings 1,023,012 shares Class A common stock held indirectly via GRAT Five
deferred stock units financial
"Represents deferred stock units ("DSUs") in lieu of cash compensation."
Deferred stock units are promises from a company to give an employee shares of stock at a future date, often after certain conditions are met or after leaving the company. They function like a form of delayed compensation, allowing employees to earn shares over time. For investors, they represent potential future ownership in the company, but do not provide immediate voting rights or dividends until the shares are actually received.
DSUs financial
"Each DSU represents a contingent right to receive one share of Class A Common Stock."
DSUs, or Deferred Share Units, are a form of long-term pay where employees or directors receive a promise of company shares or cash at a later date instead of immediate salary. Think of them as an IOU for future stock that vests over time and converts into actual shares or cash, so they matter to investors because they can increase the number of outstanding shares (dilution) and reveal how management’s pay is tied to company performance.
GRAT Three financial
"Class A Common Stock, par value $0.001 per share ... nature_of_ownership: By GRAT Three"
GRAT Five financial
"Class A Common Stock, par value $0.001 per share ... nature_of_ownership: By GRAT Five"
annual meeting of stockholders financial
"The DSUs shall vest in full on the earlier of June 4, 2027 or the Company's 2027 annual meeting of stockholders."
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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
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*
MILLARD ROBERT B

(Last)(First)(Middle)
20880 STONE OAK PARKWAY

(Street)
SAN ANTONIO TEXAS 78258

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
iHeartMedia, Inc. [ IHRT ]
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)
06/04/2026
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 $0.001 per share06/04/2026A35,629(1)A$4.21249,043D
Class A Common Stock, par value $0.001 per share06/04/2026A35,629(2)A$0284,672D
Class A Common Stock, par value $0.001 per share1,023,012IBy GRAT Five
Class A Common Stock, par value $0.001 per share460,000IBy GRAT Three
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. Represents deferred stock units ("DSUs") in lieu of cash compensation. Each DSU represents a contingent right to receive one share of Class A Common Stock. The DSUs vest in equal quarterly installments, which began on March 31, 2026. Settlement of the DSUs has been deferred until December 31, 2031.
2. Represents DSUs. Each DSU represents a contingent right to receive one share of Class A Common Stock. The DSUs shall vest in full on the earlier of June 4, 2027 or the Company's 2027 annual meeting of stockholders. Settlement of the DSUs has been deferred until December 31, 2031.
/s/ David Hillman, as Attorney-in-Fact for Robert B. Millard06/05/2026
** 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)

FAQ

What did iHeartMedia (IHRT) director Robert B. Millard report in this Form 4?

Robert B. Millard reported awards of deferred stock units (DSUs) tied to iHeartMedia Class A common stock. These DSUs are stock-based compensation, not open‑market share purchases or sales, and will convert into shares at a future settlement date if vesting conditions are met.

How many iHeartMedia (IHRT) deferred stock units did Robert B. Millard receive?

The filing shows two grants of 35,629 deferred stock units (DSUs) each. Each DSU represents a contingent right to receive one share of Class A common stock, subject to the specific vesting schedules and the deferred settlement date disclosed in the footnotes.

How do Robert B. Millard’s iHeartMedia (IHRT) DSUs vest?

One DSU grant vests in equal quarterly installments that began on March 31, 2026. The other vests in full on the earlier of June 4, 2027 or iHeartMedia’s 2027 annual meeting of stockholders, provided the applicable vesting conditions continue to be satisfied over time.

When will Robert B. Millard’s iHeartMedia (IHRT) DSUs be settled into shares?

Both DSU awards are scheduled to be settled on December 31, 2031. On that date, each vested DSU is designed to convert into one share of iHeartMedia Class A common stock, according to the terms described in the Form 4 footnotes.

Are Robert B. Millard’s iHeartMedia (IHRT) DSU awards open‑market stock purchases?

No, the DSU awards are stock-based compensation granted in lieu of, or in addition to, cash compensation. The Form 4 lists them with code A as grants or awards, not open‑market purchases or sales, and they vest over time before settlement into shares.

What does it mean that Robert B. Millard holds iHeartMedia (IHRT) shares indirectly via GRATs?

The filing lists indirect holdings through entities labeled “GRAT Three” and “GRAT Five.” These are grantor retained annuity trusts, which hold Class A common stock for estate and wealth planning purposes, separate from Millard’s directly held deferred stock unit awards.