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Nexstar (NXST) executive Gary Weitman vests 750 PSUs from 3,000-unit award

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Nexstar Media Group executive Gary Weitman reported a routine equity compensation event. On June 10, 2026, he exercised 750 performance-based restricted stock units (PSUs) into 750 shares of Nexstar common stock, reflecting the vesting of a portion of a prior award.

The vested shares came from a 3,000-PSU grant awarded on May 23, 2024, which vests in 750-unit installments on each anniversary through May 23, 2028, subject to company performance metrics and continued service. Nexstar’s Compensation Committee determined that the performance conditions were satisfied, so the 750 PSUs vested in full on June 10, 2026.

Following the transaction, Weitman holds 6,762 shares of Nexstar common stock directly and 1,500 PSUs that remain outstanding as derivative equity incentives.

Positive

  • None.

Negative

  • None.
Insider WEITMAN GARY
Role See Remarks
Type Security Shares Price Value
Exercise Restricted Stock Units 750 $0.00 --
Exercise Common Stock 750 $0.00 --
Holdings After Transaction: Restricted Stock Units — 1,500 shares (Direct, null); Common Stock — 6,762 shares (Direct, null)
Footnotes (1)
  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. 3,000 PSUs were awarded on May 23, 2024, of which, 750 PSUs vest at each anniversary of the award through May 23, 2028, 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 750 PSUs vested in full on June 10, 2026.
PSUs exercised 750 units Vested and converted to common stock on June 10, 2026
Original PSU award 3,000 units Performance-based RSUs awarded on May 23, 2024
Common shares after transaction 6,762 shares Direct holdings following June 10, 2026 vesting
Outstanding PSUs after vesting 1,500 units Remaining performance-based restricted stock units
Annual vesting tranche 750 units Each anniversary from 2024 award through May 23, 2028
performance-based restricted stock unit financial
"Each performance-based restricted stock unit ("PSU") represents a contingent right to receive one share..."
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
"3,000 PSUs were awarded on May 23, 2024, of which, 750 PSUs vest at each anniversary..."
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.
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.
vesting date financial
"subject to the achievement of pre-established company performance metrics and Reporting Person's continued service through the applicable vesting date."
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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*
WEITMAN GARY

(Last)(First)(Middle)
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)
See Remarks
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/10/2026
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 Stock06/10/2026M750A(1)(2)6,762D
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)06/10/2026M750 (2) (2)Common Stock750$01,500D
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. 3,000 PSUs were awarded on May 23, 2024, of which, 750 PSUs vest at each anniversary of the award through May 23, 2028, 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 750 PSUs vested in full on June 10, 2026.
Remarks:
EVP, Chief Communications Officer
/s/ Mark Hoyla, Attorney-in-Fact for Gary Weitman06/10/2026
** 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)

FAQ

What insider transaction did NXST executive Gary Weitman report?

Gary Weitman reported exercising 750 performance-based restricted stock units into 750 shares of Nexstar common stock. This reflects the vesting of part of a prior equity award tied to company performance and continued service.

How many Nexstar (NXST) PSUs were originally granted to Gary Weitman?

Weitman received 3,000 performance-based restricted stock units on May 23, 2024. These PSUs vest in four equal 750-unit installments each year through May 23, 2028, based on pre-established company performance metrics.

Why did 750 Nexstar (NXST) PSUs vest for Gary Weitman on June 10, 2026?

The 750 PSUs vested after Nexstar’s Compensation Committee determined the performance conditions were satisfied. The award also required Weitman’s continued service through the vesting date, which was met on June 10, 2026.

What are Gary Weitman’s Nexstar (NXST) share holdings after this Form 4?

After the reported transaction, Weitman holds 6,762 shares of Nexstar common stock directly. He also holds 1,500 performance-based restricted stock units that remain outstanding as part of his ongoing equity compensation.

How do Gary Weitman’s Nexstar (NXST) PSUs vest over time?

The 3,000 PSUs awarded on May 23, 2024 vest in 750-unit tranches on each anniversary through May 23, 2028. Vesting depends on meeting pre-established company performance metrics and Weitman’s continued service through each vesting date.