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  4. [Form 4] NEXSTAR MEDIA GROUP, INC. Insider Trading Activity

Nexstar Media Group (NXST) CFO logs RSU vesting and small tax-driven share sale

Filing Impact
(High)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Nexstar Media Group EVP and CFO Lee Ann Gliha reported routine equity compensation activity and a small related share sale. On May 23, 2026, 1,875 time-based restricted stock units converted into the same number of Nexstar common shares as part of a vesting schedule.

According to the footnotes, the 742 common shares sold at $187.3214 per share on May 27, 2026 were sold to cover tax withholding obligations tied to these vested RSUs, rather than as a discretionary portfolio move. After these transactions, she directly holds 17,988 common shares and 3,750 RSUs.

Positive

  • None.

Negative

  • None.
Insider Gliha Lee Ann
Role EVP, Chief Financial Officer
Sold 742 shs ($139K)
Type Security Shares Price Value
Sale Common Stock 742 $187.3214 $139K
Exercise Restricted Stock Units 1,875 $0.00 --
Exercise Common Stock 1,875 $0.00 --
Holdings After Transaction: Common Stock — 17,988 shares (Direct, null); Restricted Stock Units — 3,750 shares (Direct, null)
Footnotes (1)
  1. Each time-based restricted stock unit ("RSU") is converted into one share of Nexstar's Common Stock subject to the Reporting Person's continued service through the applicable vesting date. 7,500 RSUs were awarded on May 23, 2024, of which, 1,875 RSUs vest at each anniversary of the award through May 23, 2028. The sale reported on this Form 4 represents shares sold by the Reporting Person to cover tax withholding obligations in connection with the settlement of RSUs that vested on May 23, 2026.
Shares sold 742 shares Common stock sold on May 27, 2026 to cover tax withholding
Sale price $187.3214 per share Average price for 742 Nexstar common shares sold
RSUs converted 1,875 units Restricted stock units converted to common stock on May 23, 2026
Common shares after transactions 17,988 shares Direct Nexstar common stock holdings after sale
RSUs remaining 3,750 units Restricted stock units held after the reported vesting
Original RSU grant 7,500 units Awarded May 23, 2024, vesting annually through May 23, 2028
Restricted Stock Units financial
"7,500 RSUs were awarded on May 23, 2024, of which, 1,875 RSUs vest at each anniversary"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
time-based restricted stock unit financial
"Each time-based restricted stock unit ("RSU") is converted into one share of Nexstar's Common Stock"
derivative exercise/conversion financial
"transaction_action: "derivative exercise/conversion" for RSU conversion into common stock"
open-market sale financial
"transaction_action: "open-market sale" for 742 common shares at $187.3214"
An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.
tax withholding obligations financial
"shares sold by the Reporting Person to cover tax withholding obligations in connection with the settlement of RSUs"
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Form 4 Insider Transactions: What Each Field Means →
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*
Gliha Lee Ann
(Last)(First)(Middle)
545 E. JOHN CARPENTER FREEWAY
(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)
Director10% Owner
XOfficer (give title below)Other (specify below)
EVP, Chief Financial Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/23/2026		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
Common Stock05/23/2026M1,875A$0(1)(2)18,730D
Common Stock05/27/2026S(3)742D$187.321417,988D
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
Restricted Stock Units(1)05/23/2026M1,875 (2) (2)Common Stock1,875$03,750D
Explanation of Responses:
1. Each time-based restricted stock unit ("RSU") is converted into one share of Nexstar's Common Stock subject to the Reporting Person's continued service through the applicable vesting date.
2. 7,500 RSUs were awarded on May 23, 2024, of which, 1,875 RSUs vest at each anniversary of the award through May 23, 2028.
3. The sale reported on this Form 4 represents shares sold by the Reporting Person to cover tax withholding obligations in connection with the settlement of RSUs that vested on May 23, 2026.
/s/ Mark Hoyla, Attorney-in-Fact for Lee Ann Gliha05/27/2026
** 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)

Source: View Original Filing on SEC EDGAR

FAQ

What did Nexstar (NXST) CFO Lee Ann Gliha report in this Form 4?

Lee Ann Gliha reported RSU vesting and a small related share sale. 1,875 restricted stock units converted into common stock, and 742 shares were sold solely to cover tax withholding obligations tied to the vesting event.

How many Nexstar (NXST) shares did the CFO sell and at what price?

She sold 742 shares of Nexstar common stock at an average price of $187.3214 per share. The filing states this sale was made specifically to satisfy tax withholding obligations arising from recently vested restricted stock units.

Why were shares sold in this Nexstar (NXST) insider transaction?

The shares were sold to cover tax withholding obligations related to the settlement of restricted stock units that vested on May 23, 2026. The filing clarifies this was for taxes, not a discretionary open-market liquidation.

How many Nexstar (NXST) restricted stock units vested for the CFO?

1,875 restricted stock units vested and were converted into an equal number of Nexstar common shares. These RSUs are part of a 7,500-unit award granted May 23, 2024, vesting in four equal annual installments through May 23, 2028.

What are the Nexstar (NXST) CFO’s holdings after these transactions?

Following the RSU conversion and tax-related sale, Lee Ann Gliha directly holds 17,988 shares of Nexstar common stock and 3,750 restricted stock units. The RSUs continue to vest annually as part of a previously granted equity award.

How is the Nexstar (NXST) CFO’s RSU award structured over time?

The CFO received 7,500 restricted stock units on May 23, 2024. According to the filing, 1,875 units vest on each anniversary of the grant date through May 23, 2028, assuming her continued service with Nexstar.