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Lamar Advertising (LAMR) awards CFO 33,600 LTIP units tied to 2026 goals

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

Rhea-AI Filing Summary

Lamar Advertising Company awarded CFO, Treasurer and EVP Jay LeCoryelle Johnson 33,600 LTIP Units on Class A common stock at an exercise price of $0.0000 per unit. These LTIP Units are the maximum amount tied to achievement of 120% of target 2026 financial performance goals.

The units are subject to forfeiture and will vest only after Lamar’s 2026 results are certified, expected in February 2027, contingent on continued employment and Compensation Committee discretion. Upon certain events and vesting, LTIP Units convert into operating partnership units that are redeemable for cash or Class A common stock on a one-for-one basis at Lamar’s election.

Positive

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Negative

  • None.
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*
Johnson Jay LeCoryelle

(Last) (First) (Middle)
5321 CORPORATE BOULEVARD

(Street)
BATON ROUGE LA 70808

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
LAMAR ADVERTISING CO/NEW [ LAMR ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
CFO, Treasurer, EVP
3. Date of Earliest Transaction (Month/Day/Year)
03/10/2026
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
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
LTIP Units(1)(2) (1)(2) 03/10/2026 A 33,600(1)(2) (1)(2) (1)(2) Class A Common Stock 33,600 $0(1)(2) 33,600 D
LTIP Units(3) (3) (3) (3) Class A Common Stock 33,600 33,600 I By Blair Road, L.L.C.(4)
LTIP Units(3) (3) (3) (3) Class A Common Stock 21,860 21,860 I By Brawley Capital Partners, L.L.C.(5)
LTIP Units(3) (3) (3) (3) Class A Common Stock 18,540 18,540 I By Westview Capital Partners, LLC(6)
Explanation of Responses:
1. These LTIP Units ("LTIP Units") of Lamar Advertising Limited Partnership (the "OP"), the operating partnership of Lamar Advertising Company ("Lamar"), were issued under Lamar's 1996 Equity Incentive Plan, as amended. LTIP Units are a class of units of the OP that, following the occurrence of certain events and upon vesting, convert automatically into an equivalent number of common partnership units of the OP ("Common Units").
2. Common Units are redeemable by the holder for cash or Class A common stock of Lamar on a one-for-one basis, at Lamar's election. These LTIP Units are subject to forfeiture based on the achievement of financial performance goals by Lamar, and will vest upon certification of Lamar's financial results for 2026, expected to occur in February 2027, subject to the reporting person's continued employment at Lamar and the discretion of the Compensation Committee. The number of LTIP Units issued is the maximum number achievable by such reporting person and represents achievement of financial performance goals at 120% of target.
3. These vested LTIP Units of the OP were issued in 2023, 2024, and 2025 under Lamar's 1996 Equity Incentive Plan, as amended, and following the occurrence of certain events, convert automatically into an equivalent number of Common Units. The Common Units are redeemable by the holder for cash or Class A common stock of Lamar on a one-for-one basis, at Lamar's election.
4. The reporting person is a member and manager of Blair Road, L.L.C.
5. The reporting person is a member and manager of Brawley Capital Partners, L.L.C.
6. The reporting person is a member and manager of Westview Capital Partners, LLC.
/s/ James McIlwain, as attorney-in-fact 03/12/2026
** 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.

FAQ

What did Lamar Advertising (LAMR) CFO Jay Johnson receive in this Form 4?

Jay LeCoryelle Johnson received a grant of 33,600 LTIP Units linked to Lamar Advertising’s Class A common stock at an exercise price of zero. The award reflects the maximum amount tied to achieving 120% of specified financial performance targets for the 2026 performance period.

How do the LTIP Units granted to Lamar (LAMR) CFO Jay Johnson work?

The LTIP Units are issued by Lamar Advertising’s operating partnership under its equity incentive plan. After certain events and vesting, they automatically convert into common partnership units, which can then be redeemed for either cash or Class A common stock on a one-for-one basis at Lamar’s election.

When will Jay Johnson’s 33,600 Lamar (LAMR) LTIP Units vest?

The LTIP Units will vest after Lamar’s financial results for 2026 are certified, which is expected to occur in February 2027. Vesting also depends on Johnson’s continued employment and the discretion of the Compensation Committee overseeing the company’s equity incentive program.

Are the Lamar (LAMR) LTIP Units granted to the CFO performance-based?

Yes, the LTIP Units are subject to forfeiture based on Lamar’s achievement of specified financial performance goals for 2026. The 33,600-unit award represents the maximum number achievable, corresponding to performance at 120% of target, making the grant strongly tied to the company’s financial outcomes.

Can Lamar (LAMR) LTIP Units be settled in cash or stock for Jay Johnson?

Once LTIP Units vest and convert into common partnership units, those units are redeemable at Lamar’s election. The company may choose to settle redemption requests in cash or issue an equivalent number of Class A common shares, maintaining flexibility in how the obligation is satisfied.

Does this Lamar (LAMR) Form 4 show any stock sales by the CFO?

No stock sales are reported in this Form 4 for Jay Johnson. The filing details a grant of LTIP Units and lists existing derivative holdings but does not disclose any open-market sales or dispositions of Lamar Advertising Class A common stock by the reporting person.
Lamar Advertising Co

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