Nexstar (NASDAQ: NXST) posts Q4 loss and sets 2026 EBITDA outlook

Rhea-AI Filing Summary

Nexstar Media Group reported weaker fourth quarter and full-year 2025 results as political advertising and an equity investment impairment weighed on earnings. Q4 net revenue was $1.29 billion, down 13.4% from $1.49 billion, with advertising revenue falling 27.6% as political ads dropped by $233 million to $21 million.

The company posted a Q4 net loss of $170 million versus net income of $229 million a year earlier, driven largely by a $381 million impairment on its 31.3% stake in TV Food Network and higher one-time costs tied to the proposed TEGNA acquisition. Full-year net revenue was $4.95 billion, down 8.5%, and net income fell to $83 million from $683 million, while 2025 Adjusted EBITDA declined to $1.56 billion from $2.00 billion.

Nexstar ended 2025 with $280 million of cash and $6.33 billion of debt, and a first lien net leverage ratio of 1.71x. It returned $351 million to shareholders and repaid $185 million of debt in 2025. For 2026, management issued standalone Adjusted EBITDA guidance of $1.95 billion to $2.05 billion and continues to pursue its proposed $6.2 billion acquisition of TEGNA, anticipated to close in the second half of 2026 subject to approvals.

Positive

• Leverage and liquidity remain solid. As of December 31, 2025, Nexstar had $280 million of cash, total debt of $6.33 billion, a first lien net leverage ratio of 1.71x and total net leverage of 3.09x, well inside its 4.25x first-lien covenant.
• Strong capital returns alongside debt reduction. In 2025 the company returned $351 million to shareholders (including $226 million of dividends and $125 million of buybacks) while repaying $185 million of debt and funding a $22 million station acquisition.
• Growth and improvement at The CW and NewsNation. The CW reduced year-over-year losses by 32%, delivered 19% total audience growth and became the tenth most-watched ad-supported network, while NewsNation had its strongest year ever for news programming viewership.
• Robust 2026 earnings outlook. Management issued full-year 2026 standalone Adjusted EBITDA guidance of $1.95–$2.05 billion, implying a meaningful uplift from 2025’s $1.56 billion despite recent earnings pressure.
• Strategic expansion via proposed TEGNA acquisition. Nexstar advanced its planned, accretive $6.2 billion acquisition of TEGNA by making regulatory filings and expects closing by the second half of 2026, subject to approvals, which would further scale its local broadcasting footprint.

Negative

• Earnings and margins deteriorated sharply in 2025. Net income dropped to $83 million from $683 million, with net income margin contracting from 12.6% to 1.7%, while Adjusted EBITDA fell 22.1% to $1.56 billion and full-year Adjusted EBITDA margin slid from 37.1% to 31.5%.
• Q4 swung from profit to sizable loss. Fourth quarter 2025 net revenue declined 13.4% to $1.29 billion, and net results shifted to a $170 million loss from $229 million profit, driven by a $381 million impairment on the TV Food Network investment and lower political advertising.
• Cash generation weakened markedly. Net cash provided by operating activities fell to $891 million from $1.25 billion, and Adjusted Free Cash Flow declined 31.1% to $829 million, pressured by lower political advertising, higher CW-related cash programming payments and real estate-related capital spending.
• Core advertising remains under pressure. Advertising revenue dropped 18.9% for 2025 to $1.96 billion, with Q4 advertising down 27.6%, reflecting a steep decline in political advertising and highlighting the business’s exposure to the election cycle.
• Large non-cash impairment highlights equity investment risk. A $381 million impairment on Nexstar’s 31.3% stake in TV Food Network significantly reduced reported earnings, underscoring volatility in equity method investments’ contribution to results.

Insights

Broadcast media and credit analyst

Core earnings and cash flow fell sharply in 2025, offset by solid leverage and a sizable 2026 EBITDA outlook.

Nexstar saw meaningful pressure in 2025 as net revenue declined to $4.95 billion from $5.41 billion, with political advertising normalizing and Q4 advertising down 27.6%. A $381 million impairment on its TV Food Network stake flipped Q4 into a $170 million loss and cut full-year net income to $83 million.

Operating performance also softened: 2025 Adjusted EBITDA dropped to $1.56 billion from $2.00 billion, while Adjusted Free Cash Flow fell to $829 million from $1.20 billion. Still, leverage remains conservative, with total debt of $6.33 billion, first lien net leverage of 1.71x and total net leverage of 3.09x under the updated definition.

Capital allocation stayed active, with $351 million returned to shareholders and $185 million of debt repaid in 2025, while share repurchases paused late in the year to prioritize the proposed $6.2 billion TEGNA acquisition. Management’s standalone 2026 Adjusted EBITDA guidance of $1.95–$2.05 billion hinges on political advertising, distribution renewals, and income from TV Food Network; actual outcomes will depend on these external and execution factors.

0001142417false00011424172026-02-262026-02-26

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): February 26, 2026

NEXSTAR MEDIA GROUP, INC.

(Exact name of Registrant as Specified in Its Charter)

Delaware			000-50478	23-3083125
(State or Other Jurisdiction of Incorporation)			(Commission File Number)	(IRS Employer Identification No.)
545 E. John Carpenter Freeway Suite 700
Irving, Texas				75062
(Address of Principal Executive Offices)				(Zip Code)

Registrant’s Telephone Number, Including Area Code: 972 373-8800

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

	☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
	☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
	☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
	☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock		NXST		NASDAQ Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 2.02. Results of Operations and Financial Condition.

On February 26, 2026, Nexstar Media Group, Inc. issued a press release announcing its financial results for the quarter ended December 31, 2025. A copy of the press release is attached to this Current Report on Form 8-K as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

Exhibit No.	Description
99.1	Press Release of Nexstar Media Group, Inc. dated February 26, 2026.
104	Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

			NEXSTAR MEDIA GROUP, INC.
Date:	February 26, 2026	By:	/s/ Lee Ann Gliha
		Name:	Lee Ann Gliha
		Title:	Chief Financial Officer
			(Principal Financial Officer)

Exhibit 99.1

FOURTH QUARTER 2025 EARNINGS RELEASE

February 26, 2026

NEXSTAR MEDIA GROUP REPORTS FOURTH QUARTER NET REVENUE OF $1.29 BILLION

Reduced 2025 Year-over-Year Losses at The CW by 32% Exceeding Financial Expectations

Provides 2026 Standalone Adjusted EBITDA Guidance in a Range of $1.95 Billion to $2.05 Billion

			STATEMENT FROM PERRY A. SOOK, FOUNDER, CHAIRMAN AND CEO
		“Nexstar delivered another quarter and year of solid financial results, while taking bold steps to better compete with big tech and big media by reinforcing our position as the nation’s leading local broadcasting company through our proposed acquisition of TEGNA Inc. In Q4 2025, we completed all outstanding 2025 renewals with our distribution partners and achieved better-than-expected growth in non-political advertising revenues. In 2025, NewsNation achieved its strongest year ever for news programming viewership bolstered by our commitment to fact-based, unbiased reporting. Benefiting from our sports programming strategy, The CW exceeded financial expectations for the year and ended 2025 as the 10th most-watched and second fastest growing ad-supported network overall. Our 2026 plan includes closing our acquisition of TEGNA, capitalizing on the political advertising opportunities presented by the mid-term elections, and continuing to optimize our business operations across the company, all of which we anticipate will contribute to shareholder value creation.”
																		2025 Fourth Quarter Financial Summary
		($ in millions)			Three Months Ended December 31,							Year Ended December 31,
					2025		2024		% Change			2025		2024		% Change
		Distribution			$720		$714		0.8			$2,924		$2,928		(0.1)
		Advertising			549		758		(27.6)			1,959		2,415		(18.9)
		Other			20		16		25.0			66		64		3.1
		Net Revenue			$1,289		$1,488		(13.4)			$4,949		$5,407		(8.5)
		Net (Loss) Income			($170)		$229		(174.2)			$83		$683		(87.8)
		% Margin(1)			(13.2%)		15.4%		(28.6)			1.7%		12.6%		(10.9)
		Adjusted EBITDA(2)			$433		$628		(31.1)			$1,561		$2,004		(22.1)
		% Margin(1)			33.6%		42.2%		(8.6)			31.5%		37.1%		(5.6)
		Net Cash Provided by      Operating Activities			$190		$411		(53.8)			$891		$1,250		(28.7)
		Adjusted Free Cash Flow(2)			$214		$411		(47.9)			$829		$1,203		(31.1)

(1)Net (Loss) Income margin is Net (Loss) Income as a percentage of Net Revenue. Adjusted EBITDA margin is Adjusted EBITDA as a percentage of Net Revenue.

(2)Please refer to the “Definitions and Disclosures Regarding Non-GAAP Financial Information” section herein, the reconciliations at the end of this press release.

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FOURTH QUARTER 2025 EARNINGS RELEASE

Company and Business Highlights

•Advanced Nexstar’s proposed accretive acquisition of TEGNA Inc., valued at $6.2 billion, by submitting HSR filings and FCC license transfer applications and responding to inquiries from the DOJ and state Attorney Generals. The transaction is anticipated to close by the second half of 2026, subject to regulatory approvals.

•Returned $351 million to shareholders, representing 42% of Adjusted Free Cash Flow, repaid $185 million of debt and allocated $22 million to the acquisition of WBNX-TV (now The CW affiliate) serving Cleveland, OH during 2025.

•Renewed distribution agreements representing more than 60% of our subscriber base.

•Extended our affiliation agreement with ABC and MyNetwork to 2027.

•The CW achieved 19% total audience growth compared to the prior year and ranked as the tenth largest and second fastest growing ad-supported network overall. Results were driven by strong performance of the NASCAR Xfinity Series, which had its most-watched season in four years, and by ACC and Pac-12 college football and ACC men’s and women’s basketball, all of which experienced double-digit rates of growth in viewership.

•In recognition of exemplary local reporting and programming, during 2025, Nexstar journalists and technical staff earned 532 awards, including 1 duPont-Columbia award, 1 Walter Cronkite award, 57 national and regional Edward R. Murrow awards, 121 regional Emmy awards, 28 Associated Press awards and 324 state broadcasting association awards.

Financial Results

•Net Revenue. Fourth quarter net revenue of $1.29 billion, declined $199 million year-over-year, or (13.4%), primarily due to lower political advertising revenue related to the election cycle.

•Distribution Revenue. Fourth quarter distribution revenue of $720 million, increased $6 million, or 0.8%, versus the comparable prior year quarter, primarily reflecting increased rates, growth in vMVPD subscribers, and the addition of CW affiliations on certain of our stations, offset, in part, by MVPD subscriber attrition.

•Advertising Revenue. Fourth quarter advertising revenue of $549 million, decreased $209 million, or (27.6%), from the comparable prior year quarter, primarily reflecting a $233 million decrease in political advertising to $21 million. Non-political advertising increased 4.5% reflecting the absence of political crowd-out and growth in digital advertising.

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FOURTH QUARTER 2025 EARNINGS RELEASE

Financial Results (cont’d)

•Net Loss. Fourth quarter net loss of ($170) million increased $399 million, or (174.2%), compared to the prior year quarter, primarily due to reduced income from impairment of an equity investment related to the performance of the TV Food Network LLC (“TVFN”) in which the Company owns a 31.3% interest, lower political advertising revenue, and increased one-time corporate expenses from the Company’s pending acquisition of TEGNA Inc. offset, in part, by lower income tax, amortization of broadcast rights at The CW, operating expenses, and interest expense. Net Income margin decreased to (13.2%) from 15.4% in the comparable prior year period.

•Adjusted EBITDA. Fourth quarter Adjusted EBITDA of $433 million, decreased $195 million, or (31.1%), compared to the prior year quarter primarily reflecting lower political advertising revenue and reduced income from equity method investments primarily from TVFN versus the prior year. The decrease was partially offset by lower amortization of broadcast rights at The CW. Adjusted EBITDA margin was 33.6% compared to 42.2% in the comparable prior year period.

•Net Cash Provided by Operating Activities. Fourth quarter Net Cash Provided by Operating Activities of $190 million, decreased $221 million, or (53.8%), compared to the prior year quarter, due primarily to a reduction in net income and changes in operating assets and liabilities reflecting the timing of receipts and payments.

•Adjusted Free Cash Flow. Fourth quarter Adjusted Free Cash Flow of $214 million, decreased $197 million, or (47.9%), compared to the prior year quarter, due primarily to lower political advertising revenue, capital expenditures associated with a real estate acquisition, and increased cash programming payments related to the CW offset, in part, by lower cash taxes, interest expense from reduced SOFR and debt reduction, among other items.

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FOURTH QUARTER 2025 EARNINGS RELEASE

Capital Allocation

•In the fourth quarter of 2025, the Company used cash on hand and cash flow from operations to repay $28 million of debt and pay $56 million in dividends.

•Nexstar continues its disciplined approach to capital allocation, conserving cash that would otherwise have been used for share repurchases to fund the announced acquisition of TEGNA Inc.

($ in millions, shares in thousands)		Three Months Ended December 31,					Year Ended December 31,
		2025		2024			2025		2024
Cash Used For
Debt repayment		$28		$181			$185		$327
Acquisitions		-		-			22		-
Stockholder return		56		230			351		820
Common stock dividends		56		52			226		219
Stock repurchases		-		178			125		601
Shares Outstanding
End of period		30,328		30,621			30,328		30,621
Less: Beginning of period		30,324		31,476			30,621		33,601
Change in shares outstanding		4		(855)			(293)		(2,980)
% Change		0.0%		(2.7%)			(1.0%)		(8.9%)

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FOURTH QUARTER 2025 EARNINGS RELEASE

Debt, Cash and Leverage

•As of December 31, 2025, the consolidated debt of Nexstar and Mission Broadcasting, Inc., an independently owned variable interest entity, was $6.3 billion, including senior secured debt of $3.6 billion.

•The Company calculates its leverage ratios in accordance with the terms of its credit agreements which exclude The CW Network’s operations and the cash balance. As of December 31, 2025, The CW Network had $13 million of cash on its balance sheet. In connection with Nexstar’s June 2025 refinancing, the Company updated its leverage ratio calculation and definition to reflect the average of the last two years of EBITDA to better reflect its business cycle which benefits from additional political advertising revenue in election years.

‒As of December 31, 2025, the Company’s first lien net leverage ratio was 1.71x (new definition) compared to a covenant of 4.25x and its total net leverage ratio was 3.09x (new definition).

•The table below summarizes the Company’s cash balances and debt obligations (net of financing costs, discounts and/or premiums) as of December 31, 2025 and 2024.

($ in millions)			December 31, 2025		December 31, 2024
Unrestricted Cash			$280		$144
Revolving Credit Facilities			$206		$62
First Lien Term Loans			3,416		3,750
5.625% Senior Unsecured Notes due 2027			1,715		1,716
4.75% Senior Unsecured Notes due 2028			996		995
Total Debt			$6,333		$6,523

Full Year 2026 Standalone Guidance

We are providing guidance for Nexstar on a standalone basis for full year 2026 Adjusted EBITDA in a range of $1.95 billion to $2.05 billion. Key factors differing from our current expectations could affect our outlook for Adjusted EBITDA for 2026 either positively or negatively. Those factors include, among other things, the rate of growth or attrition of pay television subscribers, the health of local and national advertising markets, our renegotiation of certain distribution and affiliation agreements on terms favorable to the Company, and the attributable net income related to our 31.3% ownership stake in TV Food Network.

Fourth Quarter Conference Call

Nexstar will host a conference call at 10:00 a.m. ET today. Senior management will discuss the financial results and host a question-and-answer session. The dial in number for the audio conference call is 1-877-407-9208 or 1-201-493-6784, conference ID 13757850 (domestic and international callers). Participants can also listen to a live webcast of the call through the “Events and Presentations” section under “Investor Relations” on Nexstar’s website at nexstar.tv. A webcast replay will be available for 90 days following the live event at nexstar.tv.

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FOURTH QUARTER 2025 EARNINGS RELEASE

Forward-Looking Statements

This communication includes forward-looking statements. We have based these forward-looking statements on our current expectations and projections about future events. Forward-looking statements include information preceded by, followed by, or that includes the words “guidance,” “believes,” “expects,” “anticipates,” “could,” or similar expressions. For these statements, Nexstar claims the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995. The forward-looking statements contained in this communication, concerning, among other things, future financial performance, including changes in net revenue, operating expenses and cash flow, and the ultimate outcome, benefits and synergies of the proposed transaction between Nexstar and TEGNA and timing thereof, involve risks and uncertainties, and are subject to change based on various important factors, including the impact of changes in national and regional economies, the ability to service and refinance our outstanding debt, successful integration of business acquisitions (including achievement of synergies and cost reductions), pricing fluctuations in local and national advertising, future regulatory actions and conditions in the television stations’ operating areas, competition from others in the broadcast television markets, volatility in programming costs, the timing of and any potential delay in consummating the TEGNA acquisition, the risk that the conditions to closing of the proposed transaction (including the necessary regulatory approvals) may not be satisfied in the anticipated timeframe or at all and that the transaction may not close, the risk that a regulatory approval that may be required for the proposed transaction is delayed, is not obtained or is obtained subject to conditions that are not anticipated, the risk of the occurrence of any event, change or other circumstance that could give rise to the termination of the merger agreement between Nexstar and TEGNA, the risk that Nexstar fails to obtain the necessary financing arrangements set forth in the debt commitment letters delivered in connection with such agreement, the effects of governmental regulation of broadcasting, industry consolidation, technological developments and major world news events. Nexstar undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. In light of these risks, uncertainties and assumptions, the forward-looking events discussed in this communication might not occur. You should not place undue reliance on these forward-looking statements, which speak only as of the date of this release. For more details on factors that could affect these expectations, please see Nexstar’s other filings with the Securities and Exchange Commission.

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FOURTH QUARTER 2025 EARNINGS RELEASE

Definitions and Disclosures Regarding Non-GAAP Financial Information

Adjusted EBITDA is calculated as net income, plus or (minus): transaction, other one-time and restructuring expenses, stock-based compensation expense, depreciation and amortization expense (excluding amortization of broadcast rights), amortization of basis difference of equity method investments, (gain) loss on asset disposal, impairment charges, interest expense, net, pension and other postretirement plans costs (credit), income tax expense (benefit) and other operating and non-operating expense (income). We consider Adjusted EBITDA to be an indicator of our assets’ operating performance.

Free Cash Flow is calculated as net cash provided by operating activities less capital expenditures.

Adjusted Free Cash Flow is calculated as Free Cash Flow plus or (minus): transaction, other one-time and restructuring expenses, changes in operating assets and liabilities, net of acquisitions (excluding changes in income tax payable), taxes paid on sale of assets, pension and other postretirement plans costs (credit), (payments) for capitalized software obligations, proceeds from disposal of assets and insurance recoveries and other expense (income), cash contribution from (distribution to) noncontrolling interests and other items. We consider Adjusted Free Cash Flow to be an indicator of our liquidity. We consider Adjusted Free Cash Flow to be a liquidity measure that provides useful information to management and investors about the amount of cash generated by the business that can be available for use in ongoing operations, debt payments, pension contributions, dividends, share repurchases, acquisitions and other items. Adjusted Free Cash Flow is not intended to represent the amount of cash flow available for discretionary expenditures as certain items and non-discretionary expenditures, such as changes in working capital, mandatory debt service requirements and pension contributions, are not deducted from this measure.

For a reconciliation of these non-GAAP financial measurements to the GAAP financial results cited in this news announcement, please see the supplemental tables at the end of this release.

We don’t provide a quantitative reconciliation of forward-looking, non-GAAP financial measures to the most directly comparable GAAP financial measure because it is difficult to reliably predict or estimate the relevant components without unreasonable effort due to future uncertainties that may potentially have a significant impact on such calculations and providing them may imply a degree of precision that would be confusing or potentially misleading. These components include, but are not limited to, acquisition-related expenses, restructuring expenses, asset impairments, legal settlements and other gains and losses.

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Investor Contacts:	Media Contact:
Lee Ann Gliha EVP and Chief Financial Officer Nexstar Media Group, Inc. 972/373-8800	Gary Weitman EVP and Chief Communications Officer Nexstar Media Group, Inc. 972/373-8800 or gweitman@nexstar.tv
Joe Jaffoni, Jennifer Neuman
JCIR
212/835-8500 or nxst@jcir.com

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FOURTH QUARTER 2025 EARNINGS RELEASE

Nexstar Media Group, Inc.

Consolidated Statements of Operations

(in millions, except for share and per share amounts, unaudited)

		Three Months Ended December 31,				Year Ended December 31,
		2025		2024		2025		2024
Net revenue		$1,289		$1,488		$4,949		$5,407
Operating expenses:
Direct operating		565		558		2,235		2,221
Selling, general and administrative		208		222		815		879
Corporate		65		48		248		209
Amortization of broadcast rights		75		98		314		324
Depreciation and amortization of intangible assets		118		122		471		484
Goodwill and long-lived asset impairments		14		24		14		24
Other		2		-		3		(2)
Total operating expenses		1,047		1,072		4,100		4,139
Income from operations		242		416		849		1,268
Income from equity method investments, net (excluding impairment)		6		18		30		70
Impairment of an equity method investment		(381)		-		(381)		-
Interest expense, net		(91)		(104)		(379)		(444)
Pension and other postretirement plans credit, net		8		7		31		27
Gain on disposal of an investment		-		-		-		40
Other income (expenses), net		2		-		-		(2)
(Loss) Income before income taxes		(214)		337		150		959
Income tax benefit (expense)		44		(108)		(67)		(276)
Net (loss) income		(170)		229		83		683
Net loss attributable to noncontrolling interests		4		12		26		39
Net (loss) income attributable to Nexstar Media Group, Inc.		($166)		$241		$109		$722
Net (loss) income per share available to common stockholders:
Basic		($5.63)		$7.68		$3.04		$21.73
Diluted		($5.63)		$7.56		$3.00		$21.41
Weighted average number of common shares outstanding:
Basic (in thousands)		30,326		30,978		30,349		32,311
Diluted (in thousands)		30,326		31,449		30,707		32,796

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FOURTH QUARTER 2025 EARNINGS RELEASE

Nexstar Media Group, Inc.

Consolidated Statements of Cash Flows

($ in millions, unaudited)

		Year Ended December 31,
		2025		2024
Cash flows from operating activities:
Net income		$83		$683
Adjustments to reconcile net income to net cash provided by operating activities:
Amortization of broadcast rights		314		324
Depreciation and amortization of intangible assets		471		484
Goodwill and long-lived asset impairments		14		24
Stock-based compensation expense		78		78
Amortization of debt financing costs, debt discounts and premium		8		12
Gain on disposal of an investment		-		(40)
Deferred income taxes		(129)		(33)
Payments for broadcast rights		(343)		(325)
Income from equity method investments, net (excluding impairment)		(30)		(70)
Impairment of an equity method investment		381		-
Distribution from equity method investments – return on capital		137		154
Changes in operating assets and liabilities, net of acquisitions and dispositions:
Accounts receivable		(47)		68
Prepaid and other current assets		(1)		(1)
Other noncurrent assets		6		(10)
Accounts payable		4		(98)
Accrued expenses and other current liabilities		-		(26)
Income tax payable		(14)		52
Other noncurrent liabilities		(54)		(36)
Other		13		10
Net cash provided by operating activities		891		1,250
Cash flows from investing activities:
Purchases of property and equipment		(148)		(145)
Payments for acquisitions		(22)		-
Proceeds from disposal of an investment		-		40
Other investing activities, net		(3)		3
Net cash used in investing activities		(173)		(102)
Cash flows from financing activities:
Proceeds from debt issuance, net of debt discounts		3,393		55
Repayments of long-term debt		(3,595)		(382)
Purchase of treasury stock		(125)		(601)
Common stock dividends paid		(226)		(219)
Payments for capitalized software obligations		(20)		(19)
Contribution from noncontrolling interests		-		19
Cash paid for shares withheld for taxes		(1)		(8)
Proceeds from exercise of stock options		-		10
Other financing activities, net		(8)		(6)
Net cash used in financing activities		(582)		(1,151)
Net increase (decrease) in cash and cash equivalents		136		(3)
Cash and cash equivalents at beginning of period		144		147
Cash and cash equivalents at end of period		$280		$144

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Nexstar Media Group, Inc.

Reconciliation of Adjusted EBITDA (Non-GAAP Measure)

($ in millions, unaudited)

		Three Months Ended December 31,				Year Ended December 31,
		2025		2024		2025		2024
Net (loss) income		($170)		$229		$83		$683
Add (Less):
Transaction, other one-time and restructuring expenses(1)		14		11		47		12
Stock-based compensation expense		20		20		78		78
Depreciation and amortization of intangible assets		118		122		471		484
Goodwill and long-lived asset impairments		14		24		14		24
Amortization of basis difference of equity method investments		17		17		70		70
Impairment of an equity method investment(2)		381		-		381		-
Interest expense, net		91		104		379		444
Pension and other postretirement plans credit, net		(8)		(7)		(31)		(27)
Income tax (benefit) expense		(44)		108		67		276
Gain on disposal of an investment		-		-		-		(40)
Other		-		-		2		-
Adjusted EBITDA		$433		$628		$1,561		$2,004

(1)Primarily includes legal and other direct expenses associated with our pending acquisition of TEGNA, non-recurring costs related to the resolution of a disputed customer claim, direct expenses associated with financing transactions, severance and other direct expenses associated with restructuring activities.

(2)In Q4 2025, we recorded a $381 million other-than-temporary impairment on our 31.3% investment in TV Food Network.

11 • • • • • • • • • • • • • • • • • • • • • • • • • •

FOURTH QUARTER 2025 EARNINGS RELEASE

Nexstar Media Group, Inc.

Reconciliation of Free Cash Flow and Adjusted Free Cash Flow (Non-GAAP Measure)

($ in millions, unaudited)

		Three Months Ended December 31,				Year Ended December 31,
		2025		2024		2025		2024
Net cash provided by operating activities		$190		$411		$891		$1,250
Add (Less):
Capital expenditures		(54)		(35)		(148)		(145)
Free Cash Flow		$136		$376		$743		$1,105
Add (Less):
Transaction, other one-time and restructuring expenses(1)		14		11		47		12
Changes in operating assets and liabilities(2)		49		(9)		106		51
Changes in income tax payable(3)		31		46		(14)		52
Taxes paid on sale of assets(4)		-		-		-		11
Pension and other postretirement plans credit, net		(8)		(7)		(31)		(27)
Payments for capitalized software obligations		(6)		(6)		(20)		(19)
Proceeds from disposal of assets and insurance recoveries		-		2		1		5
Cash contribution from noncontrolling interests		-		-		-		19
Other		(2)		(2)		(3)		(6)
Adjusted Free Cash Flow		$214		$411		$829		$1,203

(1)Primarily includes legal and other direct expenses associated with our pending acquisition of TEGNA Inc., non-recurring costs related to the resolution of a disputed customer claim, direct expenses associated with financing transactions, severance and other direct expenses associated with restructuring activities.

(2)Removes the impact of changes in operating assets and liabilities (including changes in income tax payable), net of acquisitions and dispositions.

(3)Includes changes in income tax payable to reflect all tax payments.

(4)Eliminates taxes paid on sale of assets related to the impact of a $40 million gain from disposal of an investment in Q1 2024.

12 • • • • • • • • • • • • • • • • • • • • • • • • • •

FAQ

How did Nexstar Media Group (NXST) perform financially in Q4 2025?

Nexstar’s Q4 2025 net revenue was $1.29 billion, down 13.4% from $1.49 billion a year earlier. The company reported a net loss of $170 million, compared with net income of $229 million in Q4 2024, largely due to lower political advertising and a major impairment.

What were Nexstar Media Group’s full-year 2025 results?

For 2025, Nexstar generated net revenue of $4.95 billion, down 8.5% from 2024, and net income of $83 million, versus $683 million a year earlier. Adjusted EBITDA declined to $1.56 billion from $2.00 billion, and Adjusted Free Cash Flow fell to $829 million.

Why did Nexstar Media Group record a net loss in Q4 2025?

Nexstar’s Q4 2025 $170 million net loss was mainly driven by a $381 million impairment on its 31.3% equity stake in TV Food Network. Additional headwinds included lower political advertising revenue and higher one-time corporate expenses related to the pending TEGNA acquisition.

What guidance did Nexstar Media Group (NXST) give for 2026?

Nexstar provided full-year 2026 standalone guidance for Adjusted EBITDA of $1.95–$2.05 billion. This outlook excludes the proposed TEGNA acquisition and depends on factors such as pay-TV subscriber trends, advertising market health, distribution and affiliation renewals, and TV Food Network income.

What is the status of Nexstar’s proposed acquisition of TEGNA Inc.?

Nexstar is pursuing an accretive $6.2 billion acquisition of TEGNA Inc. It has submitted HSR filings and FCC license transfer applications and responded to regulator inquiries. The transaction is anticipated to close by the second half of 2026, subject to required approvals and conditions.

How strong is Nexstar Media Group’s balance sheet and leverage?

As of December 31, 2025, Nexstar had $280 million of cash and $6.33 billion of total debt. Under its updated credit agreement metrics, first lien net leverage was 1.71x, and total net leverage was 3.09x, comfortably below the 4.25x first-lien covenant threshold.

How much capital did Nexstar return to shareholders in 2025?

In 2025, Nexstar returned $351 million to shareholders, representing 42% of Adjusted Free Cash Flow. This included $226 million in dividends and $125 million in share repurchases, while also repaying $185 million of debt and funding a $22 million acquisition of WBNX-TV.

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