Nexstar executive exercises 2,876 PSUs into shares

Nexstar Media Group President, Broadcasting Andrew Alford reported compensation-related equity activity on June 8, 2026.

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Rhea-AI Filing Summary

Nexstar Media Group President, Broadcasting Andrew Alford reported compensation-related equity activity on June 8, 2026. He exercised performance-based restricted stock units (PSUs) and restricted stock units that had vested after the Compensation Committee confirmed pre-established company performance metrics were achieved.

Alford acquired 2,876 shares of common stock through these derivative exercises, all at an exercise price of $0.00 per share. Following the transactions, he directly holds 15,135 shares of Nexstar common stock, reflecting routine equity-based compensation rather than open-market purchases or sales.

Insider Trade Summary

2,876 shares exercised/converted

Exercise 6 txns

Insider ALFORD ANDREW

Role President, Broadcasting

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units	1,000	$0.00	$0.00
Exercise	Restricted Stock Units	938	$0.00	$0.00
Exercise	Restricted Stock Units	938	$0.00	$0.00
Exercise	Common Stock	1,000	$0.00	$0.00
Exercise	Common Stock	938	$0.00	$0.00
Exercise	Common Stock	938	$0.00	$0.00

Holdings After Transaction: Restricted Stock Units — 2,937 contracts (Direct); Common Stock — 15,135 shares (Direct)

Footnotes (4)

F1. Each performance-based restricted stock unit ("PSU") represents a contingent right to receive one share of Nexstar's common stock, subject to the achievement of pre-established company performance metrics and Reporting Person's continued service through the applicable vesting date.
F2. 4,000 PSUs were awarded on May 23, 2024, of which, 1,000 PSUs vest at each anniversary of the award through May 23, 2028, subject to the achievement of pre-established company performance metrics. The Compensation Committee of Nexstar's Board of Directors performed an assessment and determined that the conditions were satisfied. Thus, the 1,000 PSUs vested in full on June 8, 2026.
F3. 3,750 PSUs were awarded on June 3, 2022, of which, 937, 938, 937 and 938 PSUs vested on June 3, 2023, 2024, 2025, and 2026, respectively, subject to the achievement of pre-established company performance metrics. The Compensation Committee of Nexstar's Board of Directors performed an assessment and determined that the conditions were satisfied. Thus, the 938 PSUs vested in full on June 8, 2026.
F4. 3,750 PSUs were awarded on June 14, 2023, of which, 938, 937 and 938 PSUs vested on June 14, 2024, 2025, and 2026, respectively, and, 937 PSUs will vest on June 14, 2027, subject to the achievement of pre-established company performance metric. The Compensation Committee of Nexstar's Board of Directors performed an assessment and determined that the conditions were satisfied. Thus, the 938 PSUs vested in full on June 8, 2026.

Key Figures

Shares acquired via exercises: 2,876 shares Exercise price: $0.00 per share Common shares held after: 15,135 shares +5 more

8 metrics

Shares acquired via exercises 2,876 shares Common stock from PSU and RSU exercises on June 8, 2026

Exercise price $0.00 per share Conversion of performance-based and restricted stock units

Common shares held after 15,135 shares Direct Nexstar common stock ownership following reported transactions

2024 PSU award size 4,000 PSUs Awarded May 23, 2024; 1,000 PSUs vest on each anniversary through 2028

2022 PSU award size 3,750 PSUs Awarded June 3, 2022 with four annual vesting tranches

2023 PSU award size 3,750 PSUs Awarded June 14, 2023 with vesting from 2024 through 2027

Remaining RSUs after one transaction 2,000 units Restricted stock units balance shown after a June 8, 2026 entry

Single-day PSU vesting tranche 1,000 PSUs From 2024 award vesting on June 8, 2026 after performance review

Key Terms

performance-based restricted stock unit, PSU, vesting, Compensation Committee, +1 more

5 terms

performance-based restricted stock unit financial

"Each performance-based restricted stock unit ("PSU") represents a contingent right to receive one share of Nexstar's common stock"

A performance-based restricted stock unit is a promise of company shares given to an employee that only becomes actual stock if specific performance targets are met and any required time at the company is completed. For investors, these awards matter because they can dilute existing shares when earned and signal management’s confidence or the company’s expected future performance, much like a bonus cheque that only clears when pre-set goals are reached.

PSU financial

"3,750 PSUs were awarded on June 3, 2022, of which, 937, 938, 937 and 938 PSUs vested"

A PSU is a company where the government owns a controlling stake and often plays a direct role in its management and strategy. Think of it like a business that operates with public oversight, similar to a town-run utility versus a private neighborhood service. Investors watch PSUs differently because government involvement can affect profits, dividend policies, regulatory treatment and stability, so these stocks may behave more like policy instruments than pure market-driven enterprises.

vesting financial

"Thus, the 1,000 PSUs vested in full on June 8, 2026."

Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.

Compensation Committee financial

"The Compensation Committee of Nexstar's Board of Directors performed an assessment and determined that the conditions were satisfied."

A compensation committee is a group within a company's leadership responsible for setting and reviewing how much top executives and employees are paid, including salaries, bonuses, and benefits. It matters to investors because fair and effective pay decisions can influence a company's performance, leadership motivation, and overall governance, helping ensure that the company’s management is aligned with shareholders’ interests.

restricted stock units financial

"Restricted Stock Units transaction type derivative with underlying security title Common Stock"

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.

FAQ

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What did Nexstar (NXST) executive Andrew Alford report in this Form 4?

Andrew Alford reported exercises of performance-based restricted stock units into Nexstar common shares. These transactions reflect equity compensation vesting after performance goals were met, not open-market buying or selling of NXST stock.

How many Nexstar (NXST) shares did Andrew Alford acquire in this filing?

Andrew Alford acquired 2,876 shares of Nexstar common stock through exercises of vested performance-based and restricted stock units. The units converted at an exercise price of $0.00 per share as part of his equity compensation program.

What are performance-based restricted stock units (PSUs) at Nexstar (NXST)?

Performance-based restricted stock units at Nexstar are rights to receive common shares if pre-set company performance metrics are achieved and the executive remains employed through vesting. Once conditions are met, each PSU converts into one NXST share.

Which Nexstar (NXST) PSU awards vested for Andrew Alford on June 8, 2026?

On June 8, 2026, portions of three PSU awards vested for Andrew Alford. These included tranches from grants made in 2022, 2023, and 2024, after the Compensation Committee determined performance conditions were satisfied.

How many Nexstar (NXST) shares does Andrew Alford hold after these transactions?

After these transactions, Andrew Alford directly holds 15,135 shares of Nexstar common stock. This figure reflects his position following the conversion of vested PSUs and restricted stock units reported in the Form 4.

Were any Nexstar (NXST) shares sold or gifted in Andrew Alford’s Form 4?

No shares were sold or gifted in this Form 4. All reported transactions are exercises or conversions of equity awards into Nexstar common stock, with no open-market sales, gifts, or tax-withholding dispositions disclosed.

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Accepted by SEC EDGAR 06/10/2026 - 05:12 PM EDT

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^*

ALFORD ANDREW

(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)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	President, Broadcasting

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/08/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	06/08/2026		M		1,000	A	⁽¹⁾⁽²⁾	13,259	D
Common Stock	06/08/2026		M		938	A	⁽¹⁾⁽³⁾	14,197	D
Common Stock	06/08/2026		M		938	A	⁽¹⁾⁽⁴⁾	15,135	D

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Units	⁽¹⁾	06/08/2026		M			1,000	⁽²⁾	⁽²⁾	Common Stock	1,000	$0	2,000	D
Restricted Stock Units	⁽¹⁾	06/08/2026		M			938	⁽³⁾	⁽³⁾	Common Stock	938	$0	0	D
Restricted Stock Units	⁽¹⁾	06/08/2026		M			938	⁽⁴⁾	⁽⁴⁾	Common Stock	938	$0	937	D

Explanation of Responses:

1. Each performance-based restricted stock unit ("PSU") represents a contingent right to receive one share of Nexstar's common stock, subject to the achievement of pre-established company performance metrics and Reporting Person's continued service through the applicable vesting date.

2. 4,000 PSUs were awarded on May 23, 2024, of which, 1,000 PSUs vest at each anniversary of the award through May 23, 2028, subject to the achievement of pre-established company performance metrics. The Compensation Committee of Nexstar's Board of Directors performed an assessment and determined that the conditions were satisfied. Thus, the 1,000 PSUs vested in full on June 8, 2026.

3. 3,750 PSUs were awarded on June 3, 2022, of which, 937, 938, 937 and 938 PSUs vested on June 3, 2023, 2024, 2025, and 2026, respectively, subject to the achievement of pre-established company performance metrics. The Compensation Committee of Nexstar's Board of Directors performed an assessment and determined that the conditions were satisfied. Thus, the 938 PSUs vested in full on June 8, 2026.

4. 3,750 PSUs were awarded on June 14, 2023, of which, 938, 937 and 938 PSUs vested on June 14, 2024, 2025, and 2026, respectively, and, 937 PSUs will vest on June 14, 2027, subject to the achievement of pre-established company performance metric. The Compensation Committee of Nexstar's Board of Directors performed an assessment and determined that the conditions were satisfied. Thus, the 938 PSUs vested in full on June 8, 2026.

	/s/ Mark Hoyla, Attorney-in-Fact for Andrew Alford	06/10/2026
	** 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)

Source: View Original Filing on SEC EDGAR