Townsquare Media (NYSE: TSQ) COO sells 20,106 shares for tax withholding

Rhea-AI Filing Summary

Townsquare Media COO Erik Hellum reported an open-market sale of 20,106 shares of Class A common stock on February 18, 2026 at $6.58 per share.

According to the disclosure, the shares were sold to cover tax withholding after restricted stock units vested, and Hellum held 949,542 shares directly following the transaction.

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

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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^*

Hellum Erik

(Last) (First) (Middle)

C/O TOWNSQUARE MEDIA, INC.

4 MANHATTANVILLE ROAD, SUITE 107

(Street)

PURCHASE NY 10577

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Townsquare Media, Inc. [ TSQ ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	COO

3. Date of Earliest Transaction (Month/Day/Year)
02/18/2026

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
Class A Common Stock	02/18/2026		S		20,106(1)	D	$6.58	949,542(2)	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

Explanation of Responses:

1. Represents shares sold to cover tax withholding requirements following the vesting of previously granted restricted stock units.

2. Includes: i) 158,615 shares of Class A common stock that are not subject to vesting or transfer restrictions; ii) 388,733 restricted stock units, and iii) 402,194 options to purchase Class A common stock that are fully vested and not subject to transfer restrictions.

Remarks:

	/s/ Erik Hellum	02/20/2026
	** 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 insider transaction did Townsquare Media (TSQ) report for Erik Hellum?

Erik Hellum reported selling 20,106 Townsquare Media shares. The COO sold Class A common stock in an open-market transaction at $6.58 per share on February 18, 2026, as disclosed in the Form 4 filing.

Why did Townsquare Media COO Erik Hellum sell 20,106 TSQ shares?

The sale was to cover tax withholding obligations. Footnotes state the 20,106 shares were sold to satisfy tax requirements following the vesting of previously granted restricted stock units, rather than as a discretionary portfolio sale.

How many Townsquare Media shares does Erik Hellum hold after this Form 4 sale?

Erik Hellum held 949,542 Class A shares after the sale. The filing notes this total direct holding following the 20,106-share transaction on February 18, 2026, reflecting his remaining equity position in Townsquare Media.

What other equity awards does Erik Hellum have in Townsquare Media (TSQ)?

Hellum’s holdings include unrestricted shares, RSUs, and options. The filing notes 158,615 unrestricted Class A shares, 388,733 restricted stock units, and 402,194 fully vested stock options not subject to transfer restrictions, in addition to other holdings.

Was the February 18, 2026 TSQ insider sale by Erik Hellum an open-market transaction?

Yes, the sale was reported as an open-market transaction. The Form 4 describes the 20,106-share trade as a sale in the open market or a private transaction at $6.58 per share, executed to cover tax withholding.

What does the February 2026 Townsquare Media Form 4 indicate about tax-related share sales?

It shows shares can be sold to satisfy tax obligations. The footnote explains Hellum’s 20,106-share sale was specifically to cover tax withholding due upon vesting of restricted stock units, a common mechanism in equity compensation plans.