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

Nexstar (NASDAQ: NXST) COO has 6,250 RSUs vest, sells shares for taxes

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

Rhea-AI Filing Summary

NEXSTAR MEDIA GROUP, INC. (NXST) reported insider equity transactions by President & COO Michael Biard6,250 Restricted Stock Units (RSUs) converted into 6,250 shares of Common Stock, reflecting the vesting of a time-based RSU award granted on August 21, 2023. On August 24, 2026, Biard then sold 2,465 shares of Common Stock at $185.8203 per share, with the company disclosing this sale was made to cover tax withholding obligations arising from the RSU settlement. The RSU grant totals 25,000 units, vesting in equal tranches of 6,250 RSUs annually from 2024 through 2027, subject to continued service.

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Insights

Analyzing...

Insider Biard Michael
Role President & COO
Sold 2,465 shs ($458K)
Approx. gross sale proceeds $458K
Type Security Shares Price Value
Sale Common Stock F3 2,465 $185.8203 $458K
Exercise Restricted Stock Units F1, F2 6,250 $0.00 $0.00
Exercise Common Stock F1, F2 6,250 $0.00 $0.00
Holdings After Transaction: Restricted Stock Units — 6,250 shares (Direct); Common Stock — 20,890 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. 25,000 RSUs were awarded on August 21, 2023, of which, 6,250 RSUs vest at each anniversary of the award through August 21, 2027.
  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 August 21, 2026.
Shares sold 2,465 shares of Common Stock Sold by Michael Biard on August 24, 2026
Sale price per share $185.8203 per share Price for the 2,465-share sale on August 24, 2026
RSUs converted 6,250 RSUs RSUs converted into 6,250 shares of Common Stock on August 21, 2026
Underlying shares from RSUs 6,250 shares of Common Stock Underlying shares for the 6,250 RSUs exercised on August 21, 2026
Total RSU award 25,000 RSUs Time-based RSUs awarded to Michael Biard on August 21, 2023
Annual RSU vesting tranche 6,250 RSUs Number of RSUs vesting on each anniversary from 2024 through 2027
Restricted Stock Units financial
"Each time-based restricted stock unit ("RSU") is converted into one share"
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.
vesting date financial
"subject to the Reporting Person's continued service through the applicable vesting date"
tax withholding obligations financial
"shares sold by the Reporting Person to cover tax withholding obligations"

FAQ

What insider transactions did NXST President & COO Michael Biard report on this Form 4?
Michael Biard reported the conversion of 6,250 RSUs into 6,250 shares of Nexstar Common Stock on August 21, 2026, and the sale of 2,465 Common shares on August 24, 2026, primarily related to tax withholding obligations on the vested RSUs.

How many NXST shares did Michael Biard sell and at what price?
Michael Biard sold 2,465 shares of Nexstar Common Stock at a price of $185.8203 per share on August 24, 2026. The company states these shares were sold to cover tax withholding obligations connected with recently vested RSUs.

How many NXST Restricted Stock Units did Michael Biard have vest and convert to shares?
On August 21, 2026, 6,250 Restricted Stock Units held by Michael Biard vested and converted into 6,250 shares of Nexstar Common Stock. Each time-based RSU converts into one share upon vesting, subject to his continued service.

What are the terms of Michael Biard’s 25,000 NXST RSU award?
Michael Biard received 25,000 RSUs on August 21, 2023. The award vests in four equal annual installments of 6,250 RSUs each on every anniversary of the grant date through August 21, 2027, conditioned on his continued service.

Were the NXST share sales under a Rule 10b5-1 trading plan?
The filing’s Rule 10b5-1 checkbox is not marked as being under a plan. A footnote explains that the 2,465-share sale was made to satisfy tax withholding obligations arising from the settlement of vested 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*
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)
08/21/2026		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 Stock08/21/2026M6,250A$0(1)(2)23,355D
Common Stock08/24/2026S(3)2,465D$185.820320,890D
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)08/21/2026M6,250 (2) (2)Common Stock6,250$06,250D
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. 25,000 RSUs were awarded on August 21, 2023, of which, 6,250 RSUs vest at each anniversary of the award through August 21, 2027.
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 August 21, 2026.
/s/ Mark Hoyla, Attorney-in-Fact for Michael Biard08/24/2026
** 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