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

Nexstar (NXST) officer logs RSU conversion and 319-share sale for taxes

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

Rhea-AI Filing Summary

Nexstar Media Group officer Gary Weitman reported routine equity compensation activity involving restricted stock units and related share sales. On June 3, 2026, time-based RSUs converted into 1,313 shares of common stock at a conversion price of $0.00 per share, increasing his direct holdings. On June 4, 2026, he sold 319 shares of common stock at an average price of $182.4153 per share. A footnote states this sale was made to cover tax withholding obligations tied to the RSUs that vested on June 3, 2026, rather than as a discretionary open-market sale. After these transactions, Weitman directly holds 6,012 shares of Nexstar common stock.

Positive

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Insider WEITMAN GARY
Role See Remarks
Sold 319 shs ($58K)
Type Security Shares Price Value
Sale Common Stock 319 $182.4153 $58K
Exercise Restricted Stock Units 1,313 $0.00 --
Exercise Common Stock 1,313 $0.00 --
Holdings After Transaction: Common Stock — 6,012 shares (Direct, null); Restricted Stock Units — 0 shares (Direct, null)
Footnotes (1)
  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. 5,250 RSUs were awarded on June 3, 2022, of which, 1,312, 1,313, 1,312 and 1,313 RSUs vested on June 3, 2023, 2024, 2025 and 2026, respectively. 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 June 3, 2026.
Shares sold 319 shares Common stock sale at $182.4153 per share on June 4, 2026
Sale price $182.4153 per share Average price for 319 Nexstar shares sold
Shares acquired via RSUs 1,313 shares Common stock from RSU conversion on June 3, 2026
Post-transaction holdings 6,012 shares Direct Nexstar common stock held after transactions
Original RSU grant 5,250 RSUs Time-based RSUs awarded on June 3, 2022
Annual RSU vesting tranches 1,312 / 1,313 / 1,312 / 1,313 units Vested on June 3 of 2023, 2024, 2025 and 2026
Restricted Stock Units financial
"security_title: "Restricted Stock Units""
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"
tax withholding obligations financial
"represents shares sold by the Reporting Person to cover tax withholding obligations"
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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*
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)
06/03/2026		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 Stock06/03/2026M1,313A$0(1)(2)6,331D
Common Stock06/04/2026S(3)319D$182.41536,012D
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)06/03/2026M1,313 (2) (2)Common Stock1,313$00D
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. 5,250 RSUs were awarded on June 3, 2022, of which, 1,312, 1,313, 1,312 and 1,313 RSUs vested on June 3, 2023, 2024, 2025 and 2026, respectively.
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 June 3, 2026.
Remarks:
EVP, Chief Communications Officer
/s/ Mark Hoyla, Attorney-in-Fact for Gary Weitman06/05/2026
** 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 transactions did NXST officer Gary Weitman report in this Form 4?

Gary Weitman reported RSU-related activity and a small share sale. RSUs converted into 1,313 Nexstar common shares on June 3, 2026, and he sold 319 shares on June 4, 2026 to address tax obligations from the vesting.

How many Nexstar (NXST) shares did Gary Weitman sell and at what price?

He sold 319 shares of Nexstar common stock at an average price of $182.4153 per share. A filing footnote explains these shares were sold specifically to cover tax withholding obligations associated with recently vested restricted stock units.

How many Nexstar (NXST) shares did Gary Weitman acquire through RSUs?

He acquired 1,313 shares of Nexstar common stock through the conversion of time-based restricted stock units. These RSUs vested on June 3, 2026 and converted into common stock at a stated conversion price of $0.00 per share, reflecting equity compensation.

What are the details of Gary Weitman’s RSU award in Nexstar (NXST)?

Weitman received 5,250 time-based RSUs on June 3, 2022. According to the filing, 1,312, 1,313, 1,312 and 1,313 RSUs vested on June 3 of 2023, 2024, 2025 and 2026, respectively, each vesting unit converting into one share of Nexstar common stock.

How many Nexstar (NXST) shares does Gary Weitman hold after these transactions?

Following the reported RSU conversion and related share sale, Gary Weitman directly holds 6,012 shares of Nexstar common stock. This figure reflects his position after acquiring 1,313 shares from vested RSUs and selling 319 shares to handle associated tax withholding obligations.

Was Gary Weitman’s Nexstar (NXST) share sale a discretionary open-market trade?

The Form 4 notes the 319-share sale as covering tax withholding obligations from RSUs that vested on June 3, 2026. This indicates the sale was tied to equity compensation tax requirements rather than a purely discretionary open-market transaction decision.