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Nexstar (NASDAQ: NXST) EVP Russell Blake gains 750 shares from PSU vesting

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

Rhea-AI Filing Summary

Nexstar Media Group EVP, Operations Russell Blake reported a routine equity compensation event. On June 6, 2026, 750 performance-based restricted stock units (PSUs) vested and were converted into 750 shares of common stock. Following this, Blake directly holds 28,140 common shares and 1,500 PSUs that remain outstanding.

Positive

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Insights

Routine vesting of PSUs into Nexstar common shares.

Executive vice president Russell Blake had 750 performance-based restricted stock units vest and convert into 750 Nexstar common shares on June 6, 2026. These PSUs were granted as part of a 3,000-unit award made on May 23, 2024.

The award vests in four equal annual tranches of 750 PSUs, contingent on achieving pre-set company performance metrics and continued service. The Compensation Committee determined that the conditions for this tranche were met, so the units vested in full and converted at an effective price of $0.00 per share.

After the transaction, Blake holds 28,140 common shares and 1,500 remaining PSUs from this grant. With no open-market sales reported and net buy/sell activity neutral, this filing reflects standard equity compensation vesting rather than a discretionary purchase or sale.

Insider Russell Blake
Role EVP, Operations
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 — 28,140 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 6, 2026.
PSUs exercised 750 units Vested and converted on June 6, 2026
Common shares acquired 750 shares From PSU conversion on June 6, 2026
Common shares held after 28,140 shares Direct ownership following transaction
Remaining PSUs from grant 1,500 units Outstanding after June 6, 2026 vesting
Original PSU award size 3,000 units Granted May 23, 2024
Vesting tranche size 750 PSUs Each anniversary through May 23, 2028
Exercise price per share $0.00/share PSU conversion into common stock
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.
vesting financial
"750 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.
continued service financial
"subject to the achievement of pre-established company performance metrics and Reporting Person's continued service..."
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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*
Russell Blake
(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)
EVP, Operations
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/06/2026		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 Stock06/06/2026M750A(1)(2)28,140D
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)06/06/2026M750 (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 6, 2026.
/s/ Mark Hoyla, Attorney-in-Fact for Blake Russell06/09/2026
** 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) EVP Russell Blake report?

Russell Blake reported the vesting and conversion of 750 performance-based restricted stock units into 750 shares of Nexstar common stock. This was part of his equity compensation and did not involve an open-market stock purchase or sale.

How many Nexstar (NXST) shares does Russell Blake hold after this Form 4?

After the reported transaction, Russell Blake directly holds 28,140 shares of Nexstar common stock. He also continues to hold 1,500 performance-based restricted stock units from the same equity award that are scheduled to vest in future years.

What triggered the vesting of Russell Blake’s 750 PSUs at Nexstar (NXST)?

The 750 PSUs vested after Nexstar’s Compensation Committee assessed and confirmed that pre-established company performance metrics were achieved. Blake’s continued service through the vesting date was also required for the units to convert into common shares.

What is the structure of Russell Blake’s 3,000 PSU award at Nexstar (NXST)?

Blake’s 3,000 performance-based restricted stock units were granted on May 23, 2024. They vest in four annual installments of 750 PSUs each, from 2025 through 2028, subject to meeting company performance metrics and his continued employment at each vesting date.

Did Russell Blake buy or sell Nexstar (NXST) shares on the market?

The Form 4 does not show any open-market buying or selling by Russell Blake. It reports only the vesting and conversion of PSUs into common stock at an exercise price of $0.00, which is typical for equity compensation awards.