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[Form 4] OUTFRONT Media Inc. Insider Trading Activity

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

Rhea-AI Filing Summary

OUTFRONT Media Inc. (OUT) Form 4 shows a sizeable reported sale of common stock on 09/03/2025. The filing discloses a Disposition (S) of 8,400,000 shares at $18.06, after which the reporting group beneficially owned 8,913,813 shares indirectly. An additional line reports 41,199 shares indirectly beneficially owned. Multiple related reporting entities with the same Providence, RI address are listed and identified as Director and 10% owner. The filing references Exhibits 99.1 and 99.2 for footnotes and joint-filer details, which are not included in the text provided.

Positive

  • Timely disclosure of a material insider transaction on Form 4
  • Multiple related reporting entities are clearly listed with relationship (Director, 10% owner)

Negative

  • Large disposition of 8,400,000 shares on 09/03/2025 at $18.06, reducing the reporting group's stake
  • Exhibits 99.1 and 99.2 are referenced but not provided, limiting context on footnotes and joint-filer details

Insights

TL;DR: A large 8.4M-share disposition at $18.06 materially reduces the reporting group's stake; exhibit details are missing.

The transaction is significant in size relative to the reported post-transaction holding of 8,913,813 shares indirectly, indicating the reporting group executed a large sale on 09/03/2025. The Form 4 lists multiple affiliated entities as joint filers and identifies them as a director and a 10% owner. The filing references Exhibits 99.1 and 99.2 for explanatory footnotes and joint-filer information; those exhibits are not present here, limiting interpretation of the nature of indirect ownership and any contractual or plan-based defenses. From a reporting standpoint, the filing is timely and shows required disclosure of beneficial ownership changes.

TL;DR: Large insider sale by a 10% owner and director is material for governance review; missing exhibits limit context.

The Form 4 correctly enumerates the reporting entities and their relationship to the issuer as director and 10% owner. A disposition of 8,400,000 shares at $18.06 is a material insider transaction that governance committees typically review for policy compliance and potential conflicts. The filing notes that it is part two of two and incorporates Exhibit 99.2 for joint filer signatures; absent those exhibits, the precise allocation among entities and any plan-based defenses cannot be confirmed. The disclosure meets Form 4 mechanics but lacks the appended explanatory exhibits in the provided content.

SEC Form 4
FORM 4 UNITED 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
X
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*
PEP VIII GP LLC

(Last) (First) (Middle)
50 KENNEDY PLAZA, 18TH FLOOR

(Street)
PROVIDENCE RI 02903

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
OUTFRONT Media Inc. [ OUT ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
09/03/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
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)
Code V Amount (A) or (D) Price
Common Stock 09/03/2025 S 8,400,000 D $18.06 8,913,813 I See Notes(1)(2)(3)(4)(6)
Common Stock 41,199 I See Notes(5)(6)
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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
1. Name and Address of Reporting Person*
PEP VIII GP LLC

(Last) (First) (Middle)
50 KENNEDY PLAZA, 18TH FLOOR

(Street)
PROVIDENCE RI 02903

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
PEP VIII-A SPV, L.P.

(Last) (First) (Middle)
50 KENNEDY PLAZA, 18TH FLOOR

(Street)
PROVIDENCE RI 02903

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
PEP VIII (Scotland) SPV, L.P.

(Last) (First) (Middle)
50 KENNEDY PLAZA, 18TH FLOOR

(Street)
PROVIDENCE RI 02903

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
PEP VIII SPV, L.P.

(Last) (First) (Middle)
50 KENNEDY PLAZA, 18TH FLOOR

(Street)
PROVIDENCE RI 02903

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
PEP VIII-A AIV SPV, L.P.

(Last) (First) (Middle)
50 KENNEDY PLAZA, 18TH FLOOR

(Street)
PROVIDENCE RI 02903

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
PEP VIII Co-Invest SPV, L.P.

(Last) (First) (Middle)
50 KENNEDY PLAZA, 18TH FLOOR

(Street)
PROVIDENCE RI 02903

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
Explanation of Responses:
1. See Exhibit 99.1 for text of footnote (1).
2. See Exhibit 99.1 for text of footnote (2).
3. See Exhibit 99.1 for text of footnote (3).
4. See Exhibit 99.1 for text of footnote (4).
5. See Exhibit 99.1 for text of footnote (5).
6. See Exhibit 99.1 for text of footnote (6).
Remarks:
Exhibit 99.2 (Joint Filer Information) is incorporated herein by reference. Due to technical limitation on the number of reporting persons per filing, this filing is being made in two identical parts. This filing is part two of two.
See Exhibit 99.2 for Signatures 09/05/2025
** Signature of Reporting Person Date
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.

FAQ

What transaction did the Form 4 for OUT disclose?

The filing reports a sale (S) of 8,400,000 shares of OUT common stock on 09/03/2025 at a price of $18.06 per share.

How many OUT shares did the reporting group beneficially own after the transaction?

The filing reports 8,913,813 shares beneficially owned indirectly after the reported transaction, plus a separate line showing 41,199 shares indirectly.

Who are the reporting persons on this Form 4?

The filing lists multiple affiliated entities (e.g., PEP VIII GP LLC, PEP VIII-A SPV, L.P., among others) all at the same Providence, RI address, and indicates the reporting persons are a Director and a 10% owner.

Are the explanatory exhibits included in the provided content?

No. The filing references Exhibit 99.1 for footnotes and Exhibit 99.2 for joint-filer information, but those exhibits are not included in the content provided.

When was the Form 4 signed or filed?

The signature block references a date of 09/05/2025.
Outfront Media Inc

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3.83B
146.29M
6.08%
107.28%
9.83%
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