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Nexstar (NXST) COO Biard gains 3,108 shares from performance PSU vesting

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

Rhea-AI Filing Summary

Nexstar Media Group President & COO Michael Biard exercised performance-based restricted stock units that vested into common shares. On June 8, 2026, 2,500 target PSUs vested at 124.33% of target and converted into 3,108 shares of common stock. Following this derivative exercise, he directly holds 18,332 common shares and 5,000 restricted stock units. These awards reflect compensation tied to company performance rather than open-market buying or selling.

Positive

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Negative

  • None.
Insider Biard Michael
Role President & COO
Type Security Shares Price Value
Exercise Restricted Stock Units 2,500 $0.00 --
Exercise Common Stock 3,108 $0.00 --
Holdings After Transaction: Restricted Stock Units — 5,000 shares (Direct, null); Common Stock — 18,332 shares (Direct, null)
Footnotes (1)
  1. Each performance-based restricted stock unit ("PSU") represents a contingent right to receive, following vesting, between 0% and 200% of one share of Nexstar's Common Stock, subject to the level of achievement of pre-established company performance metric and Reporting Person's continued service through the applicable vesting date. 10,000 target PSUs were awarded on May 23, 2024, of which, 2,500 target PSUs vest at each anniversary of the award through May 23, 2028, subject to the achievement of pre-established company performance metric. The number of shares of Nexstar's common stock that may be earned is between 0% and 200% of the target number of PSUs. The Compensation Committee of Nexstar's Board of Directors performed an assessment and determined that the conditions to receive 124.33% of the target number of PSUs were satisfied. Thus, the 2,500 target PSUs were vested and converted into 3,108 shares of Nexstar common stock on June 8, 2026.
Shares from PSU vesting 3,108 shares Common stock received on June 8, 2026
Vested target PSUs 2,500 PSUs Tranche that vested into shares
PSU payout level 124.33% Percentage of target PSUs earned
Total target PSUs awarded 10,000 PSUs Awarded on May 23, 2024
Common shares after transaction 18,332 shares Direct holdings following exercise
Restricted stock units after 5,000 RSUs RSU holdings following transaction
performance-based restricted stock unit financial
"Each performance-based restricted stock unit ("PSU") represents a contingent right to receive..."
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
"10,000 target PSUs were awarded on May 23, 2024, of which, 2,500 target PSUs vest..."
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
"2,500 target PSUs vest at each anniversary of the award through May 23, 2028..."
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..."
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.
derivative exercise/conversion financial
"transaction_action": "derivative exercise/conversion""
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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)
06/08/2026		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 Stock06/08/2026M3,108A(1)(2)18,332D
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)06/08/2026M2,500 (2) (2)Common Stock3,108$05,000D
Explanation of Responses:
1. Each performance-based restricted stock unit ("PSU") represents a contingent right to receive, following vesting, between 0% and 200% of one share of Nexstar's Common Stock, subject to the level of achievement of pre-established company performance metric and Reporting Person's continued service through the applicable vesting date.
2. 10,000 target PSUs were awarded on May 23, 2024, of which, 2,500 target PSUs vest at each anniversary of the award through May 23, 2028, subject to the achievement of pre-established company performance metric. The number of shares of Nexstar's common stock that may be earned is between 0% and 200% of the target number of PSUs. The Compensation Committee of Nexstar's Board of Directors performed an assessment and determined that the conditions to receive 124.33% of the target number of PSUs were satisfied. Thus, the 2,500 target PSUs were vested and converted into 3,108 shares of Nexstar common stock on June 8, 2026.
/s/ Mark Hoyla, Attorney-in-Fact for Michael Biard06/10/2026
** 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)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did Nexstar (NXST) report for Michael Biard?

Nexstar reported that President & COO Michael Biard exercised performance-based restricted stock units that vested into common shares. On June 8, 2026, 2,500 target PSUs converted into 3,108 Nexstar common shares based on achieved performance metrics and continued service.

How many Nexstar (NXST) shares did Michael Biard receive from PSU vesting?

Michael Biard received 3,108 shares of Nexstar common stock when his performance-based restricted stock units vested. The 2,500 target PSUs vested at 124.33% of target, resulting in this higher share amount upon conversion on June 8, 2026.

What performance level triggered Michael Biard’s Nexstar (NXST) PSU conversion?

The Compensation Committee determined that conditions were satisfied for Biard to receive 124.33% of his target PSUs. As a result, 2,500 target performance-based restricted stock units converted into 3,108 Nexstar common shares based on pre-established company performance metrics and his continued service.

How many performance-based restricted stock units were originally awarded to Michael Biard at Nexstar (NXST)?

Michael Biard was awarded 10,000 target performance-based restricted stock units on May 23, 2024. Under the award, 2,500 target PSUs vest on each anniversary through May 23, 2028, subject to achievement of pre-established company performance metrics and service conditions.

What are Michael Biard’s Nexstar (NXST) holdings after this Form 4 transaction?

After the reported transaction, Michael Biard directly holds 18,332 shares of Nexstar common stock. He also holds 5,000 restricted stock units following the conversion of 2,500 target PSUs into 3,108 shares based on achieved performance levels on June 8, 2026.

Is Michael Biard’s Nexstar (NXST) transaction an open-market stock purchase or sale?

The transaction is not an open-market purchase or sale. It reflects the exercise and conversion of performance-based restricted stock units into 3,108 Nexstar common shares, based on company performance metrics and vesting conditions, as part of his compensation package.