OUTFRONT EVP receives RSUs, with shares for tax

OUTFRONT Media Inc. executive Mark Emilio Bonanni reported multiple equity compensation transactions involving restricted share units (RSUs) and common stock on February 20, 2026.

Rhea-AI Filing Summary

OUTFRONT Media Inc. executive Mark Emilio Bonanni reported multiple equity compensation transactions involving restricted share units (RSUs) and common stock on February 20, 2026. He received RSU grants of 12,614 and 5,956 units that will be settled in common shares upon vesting, along with 794 shares of common stock awarded directly.

Several existing RSU awards totaling 3,598, 4,311 and 1,992 units were exercised or converted into the same number of common shares as performance targets were certified and prior grants continued to vest. To cover tax liabilities, 4,046 common shares were disposed of at a price of $26.16 per share. Different RSU grants vest in three equal annual installments beginning on February 20 of 2024, 2025, 2026 and 2027.

Insider Trade Summary

9,901 shares exercised/converted

Exercise 10 txns

Insider Bonanni Mark Emilio

Role EVP, CRO, Commercial

Type	Security	Shares	Price	Value
Grant/Award	Restricted Share Units	12,614	$0.00	$0.00
Grant/Award	Restricted Share Units	5,956	$0.00	$0.00
Exercise	Restricted Share Units	3,598	$0.00	$0.00
Exercise	Restricted Share Units	4,311	$0.00	$0.00
Exercise	Restricted Share Units	1,992	$0.00	$0.00
Exercise	Common Stock	3,598	$0.00	$0.00
Exercise	Common Stock	4,311	$0.00	$0.00
Exercise	Common Stock	1,992	$0.00	$0.00
Grant/Award	Common Stock	794	$0.00	$0.00
Exercise Price or Tax Liability	Common Stock	4,046	$26.16	$106K

Holdings After Transaction: Restricted Share Units — 24,127 contracts (Direct); Common Stock — 10,819 shares (Direct)

Footnotes (8)

1. F1. These restricted share units are settled by delivery of a corresponding number of shares of common stock of OUTFRONT Media Inc. (the "Company") upon vesting.
2. F2. Includes shares acquired due to settlement of dividend equivalents into shares of the Company's common stock at vesting.
3. F3. On February 20, 2026, the closing price of the Company's common stock on the New York Stock Exchange was $26.16.
4. F4. These restricted share units vest in three equal annual installments beginning on February 20, 2027.
5. F5. On February 20, 2026, the performance targets associated with these restricted share units were certified as having been achieved.
6. F6. These restricted share units vest in three equal annual installments beginning on February 20, 2026.
7. F7. These restricted share units vest in three equal annual installments beginning on February 20, 2025.
8. F8. These restricted share units vest in three equal annual installments beginning on February 20, 2024.

FAQ

What insider transactions did OUT (OUTFRONT Media Inc.) report for Mark Emilio Bonanni?

OUTFRONT Media’s EVP, CRO, Commercial Mark Emilio Bonanni reported RSU grants, RSU conversions into common stock, and a tax-related share disposition on February 20, 2026. The activity reflects equity compensation vesting and new awards rather than open-market buying or selling.

How many restricted share units did OUT executive Mark Bonanni acquire in this Form 4?

Mark Bonanni acquired 12,614 and 5,956 new restricted share units, plus other RSUs that converted into common stock. These units are settled in OUTFRONT Media common shares upon vesting, providing equity-based compensation tied to multi-year vesting schedules and performance achievements.

What common stock transactions were disclosed for OUT EVP Mark Bonanni?

Common stock transactions included 3,598, 4,311 and 1,992 shares issued from RSU conversions, plus a 794-share award. In addition, 4,046 common shares were disposed of to satisfy tax obligations associated with these equity events, rather than through an open-market sale program.

At what share price were OUTFRONT Media shares used to cover taxes in this filing?

Shares used for tax withholding were valued at $26.16 per share, the closing price of OUTFRONT Media common stock on February 20, 2026. That price was used to determine how many shares, 4,046 in total, were delivered to cover tax liabilities on the equity awards.

How do the restricted share units for OUT’s Mark Bonanni vest over time?

Different RSU grants vest in three equal annual installments beginning on February 20 of 2024, 2025, 2026 and 2027. Some awards are tied to performance targets that were certified as achieved, after which they convert into OUTFRONT Media common stock as the vesting dates occur.

Were the OUT Form 4 transactions for Mark Bonanni open-market buys or sells?

The transactions largely reflect equity compensation mechanics rather than open-market trades. They include RSU grants, RSU-to-stock conversions, and a disposition coded “F” where 4,046 shares were delivered to cover tax liabilities at $26.16, not a discretionary market sale.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 02/24/2026 - 04:42 PM Learn about SEC filing dates

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

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^*

Bonanni Mark Emilio

(Last) (First) (Middle)

C/O OUTFRONT MEDIA INC.

90 PARK AVENUE, 9TH FLOOR

(Street)

NEW YORK NY 10016

(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		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, CRO, Commercial

3. Date of Earliest Transaction (Month/Day/Year)
02/20/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	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	02/20/2026		M		3,598	A	$0(1)	7,768	D
Common Stock	02/20/2026		M		4,311	A	$0(1)	12,079	D
Common Stock	02/20/2026		M		1,992	A	$0(1)	14,071	D
Common Stock	02/20/2026		A(2)		794	A	$0(2)	14,865	D
Common Stock	02/20/2026		F		4,046	D	$26.16(3)	10,819	D

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
Restricted Share Units	(1)	02/20/2026		A		12,614		02/20/2027(4)	(4)	Common Stock	12,614	$0	12,614	D
Restricted Share Units	(1)	02/20/2026		A(5)		5,956		02/20/2026(6)	(6)	Common Stock	5,956	$0	10,797	D
Restricted Share Units	(1)	02/20/2026		M			3,598	02/20/2026(6)	(6)	Common Stock	3,598	$0	7,199	D
Restricted Share Units	(1)	02/20/2026		M			4,311	02/20/2025(7)	(7)	Common Stock	4,311	$0	4,314	D
Restricted Share Units	(1)	02/20/2026		M			1,992	02/20/2024(8)	(8)	Common Stock	1,992	$0	0	D

Explanation of Responses:

1. These restricted share units are settled by delivery of a corresponding number of shares of common stock of OUTFRONT Media Inc. (the "Company") upon vesting.

2. Includes shares acquired due to settlement of dividend equivalents into shares of the Company's common stock at vesting.

3. On February 20, 2026, the closing price of the Company's common stock on the New York Stock Exchange was $26.16.

4. These restricted share units vest in three equal annual installments beginning on February 20, 2027.

5. On February 20, 2026, the performance targets associated with these restricted share units were certified as having been achieved.

6. These restricted share units vest in three equal annual installments beginning on February 20, 2026.

7. These restricted share units vest in three equal annual installments beginning on February 20, 2025.

8. These restricted share units vest in three equal annual installments beginning on February 20, 2024.

Remarks:

	/s/ Louis Capocasale, Attorney-in-fact for Mark E. Bonanni	02/24/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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