STOCK TITAN

Nexstar Media Group (NXST) COO exercises RSUs, sells shares to cover taxes

(High)
(Negative)
Form Type
4

Rhea-AI Filing Summary

NEXSTAR MEDIA GROUP, INC. President & COO Michael Biard reported routine equity compensation activity and a related tax sale. On May 23, 2026, 2,500 time-based restricted stock units (RSUs) vested and were converted into an equal number of common shares. On May 27, 2026, he sold 989 common shares at $187.3214 per share to cover tax withholding obligations from this RSU settlement. Following these transactions, he directly holds 15,224 common shares and 5,000 RSUs, part of a 10,000-RSU award granted on May 23, 2024 that vests in four equal annual installments through May 23, 2028.

Positive

  • None.

Negative

  • None.
Insider Biard Michael
Role President & COO
Sold 989 shs ($185K)
Approx. gross sale proceeds $185K
Approx. exercise cost $0.00
Type Security Shares Price Value
Sale Common Stock 989 $187.3214 $185K
Exercise Restricted Stock Units 2,500 $0.00 $0.00
Exercise Common Stock 2,500 $0.00 $0.00
Holdings After Transaction: Restricted Stock Units — 5,000 shares (Direct); Common Stock — 15,224 shares (Direct)
Footnotes (3)
  1. F1. 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. F2. 10,000 RSUs were awarded on May 23, 2024, of which, 2,500 RSUs vest at each anniversary of the award through May 23, 2028.
  3. F3. 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 989 shares Open-market sale on May 27, 2026 to cover tax withholding
Sale price $187.3214 per share Price for 989 Nexstar common shares sold
RSUs vested and converted 2,500 RSUs/shares Time-based RSUs vested on May 23, 2026 into common stock
Common shares held after 15,224 shares Direct Nexstar common stock ownership following transactions
RSUs remaining after 5,000 RSUs Unvested RSUs remaining from 10,000-unit award
Original RSU award 10,000 RSUs Awarded on May 23, 2024, vesting 2,500 per year through 2028
Restricted Stock Units financial
"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"
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 subject to the Reporting Person's continued service"
tax withholding obligations financial
"shares sold by the Reporting Person to cover tax withholding obligations in connection with the settlement of RSUs"
vesting date financial
"converted into one share of Nexstar's Common Stock subject to the Reporting Person's continued service through the applicable vesting date"
Form 4 regulatory
"The sale reported on this Form 4 represents shares sold by the Reporting Person"
Form 4 is a official document that company insiders, such as executives or major shareholders, file with regulators whenever they buy or sell company shares. It provides transparency about how those with inside knowledge are trading, helping investors see if insiders are confident in the company's prospects or may be selling for personal reasons. This information can influence investor decisions by revealing insiders' perspectives on the company's value.

AI-generated analysis. How Rhea-AI works. Not financial advice.

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google
Add on Google
Learn about SEC filing dates

FAQ

What insider transactions did Nexstar Media Group (NXST) report for Michael Biard?

Nexstar’s President & COO Michael Biard had 2,500 restricted stock units vest and convert into common shares, then sold 989 of those shares. The sale was specifically to cover tax withholding obligations tied to the RSU settlement on May 23, 2026.

How many Nexstar (NXST) shares did Michael Biard sell and at what price?

Michael Biard sold 989 shares of Nexstar common stock at $187.3214 per share. According to the disclosure, this sale was made to cover tax withholding obligations associated with the vesting and settlement of restricted stock units on May 23, 2026.

What Nexstar (NXST) equity did Michael Biard receive through RSU vesting?

On May 23, 2026, 2,500 time-based restricted stock units vested for Michael Biard, converting into 2,500 Nexstar common shares. These units are part of a 10,000-RSU award granted May 23, 2024, vesting in four equal annual installments through May 23, 2028.

What are Michael Biard’s Nexstar (NXST) holdings after these Form 4 transactions?

After the reported transactions, Michael Biard directly holds 15,224 shares of Nexstar common stock and 5,000 restricted stock units. The remaining RSUs are scheduled to continue vesting annually, assuming he maintains continued service through each future vesting date.

Why did Nexstar’s President & COO sell shares in this Form 4 filing?

The filing states the 989 shares sold by Michael Biard were to cover tax withholding obligations. These obligations arose from the settlement of restricted stock units that vested on May 23, 2026, making the sale a compensation-related tax event rather than a discretionary sale.
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*
Biard Michael

(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)
Director10% Owner
XOfficer (give title below)Other (specify below)
President & COO
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 Stock05/23/2026M2,500A$0(1)(2)16,213D
Common Stock05/27/2026S(3)989D$187.321415,224D
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)05/23/2026M2,500 (2) (2)Common Stock2,500$05,000D
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. 10,000 RSUs were awarded on May 23, 2024, of which, 2,500 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 Michael Biard05/27/2026
** 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)