Nexstar (NXST) director Royce Wells awarded 905 restricted stock units

Rhea-AI Filing Summary

Nexstar Media Group director Royce A. Wells received a grant of 905 restricted stock units (RSUs). The award was made on March 19, 2026 and represents a compensation-related grant, not an open-market purchase or sale.

Each RSU will convert into one share of Nexstar common stock when it vests. All 905 RSUs are scheduled to fully vest on March 19, 2027, bringing Wells’ direct RSU holdings to 905 units. The RSUs have no set expiration date, but any unvested portion will be forfeited if Wells ceases to be a director for any reason other than a company change of control.

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

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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^*

Wells Royce A.

(Last) (First) (Middle)

C/O NEXSTAR MEDIA GROUP, INC.

545 E. JOHN CARPENTER FREEWAY, SUITE 700

(Street)

IRVING TEXAS 75062

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
NEXSTAR MEDIA GROUP, INC. [ NXST ]

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)
03/19/2026

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

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
Restricted Stock Units	(1)	03/19/2026		A		905		(2)	(3)	Common Stock	905	$0	905	D

Explanation of Responses:

1. Each time-based restricted stock unit ("RSU") is converted into one share of Nexstar's Common Stock at the vesting date.

2. 905 RSUs were awarded on March 19, 2026, all of which will fully vest on March 19, 2027.

3. The RSUs have no expiration. However, any and all unvested portion of RSUs shall be forfeited and cancelled should the Reporting Person ceases being a director of the Company for any reason other than a company change of control.

	/s/ Mark Hoyla, Attorney-in-Fact for Royce A. Wells	03/23/2026
	** 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)

FAQ

What insider transaction did Nexstar Media Group (NXST) report for Royce A. Wells?

Nexstar reported that director Royce A. Wells received a grant of 905 restricted stock units as equity compensation. This was classified as an acquisition (code A), not an open-market trade, and increased his direct RSU holdings to 905 units.

How many restricted stock units did Royce A. Wells receive from Nexstar (NXST)?

Royce A. Wells received 905 restricted stock units. Each unit represents the right to receive one share of Nexstar common stock upon vesting, providing equity-based compensation tied directly to the company’s share performance over time.

When do the 905 RSUs granted to Nexstar (NXST) director Wells vest?

All 905 RSUs granted to director Royce A. Wells are scheduled to fully vest on March 19, 2027. At vesting, each RSU converts into one share of Nexstar common stock, assuming all vesting conditions continue to be satisfied.

What are the key terms of Royce A. Wells’ Nexstar (NXST) RSU award?

The award consists of 905 time-based RSUs granted at no purchase price, each converting into one share at vesting. The units have no expiration but any unvested RSUs are forfeited if Wells stops serving as a director, except after a change of control.

Does Nexstar (NXST) note any conditions that could cause Wells’ RSUs to be forfeited?

Yes. Any unvested RSUs held by Royce A. Wells will be forfeited and cancelled if he ceases to be a director for any reason other than a company change of control, reinforcing continued board service as a condition for vesting.

Is the Nexstar (NXST) RSU grant to Royce A. Wells an open-market stock purchase?

No. The 905 units are a restricted stock unit grant recorded with transaction code A, meaning a compensation-related award. It does not involve Wells buying or selling shares in the open market, but rather receiving equity incentives from the company.