4//SEC Filing
SOOK PERRY A 4
Accession 0000950170-25-032621
CIK 0001142417other
Filed
Mar 3, 7:00 PM ET
Accepted
Mar 4, 6:25 PM ET
Size
24.8 KB
Accession
0000950170-25-032621
Insider Transaction Report
Form 4
SOOK PERRY A
DirectorCEO & President
Transactions
- Exercise/Conversion
Common Stock
2025-03-01$169.75/sh+37,612$6,384,637→ 712,306 total - Exercise/Conversion
Common Stock
2025-03-02$172.96/sh+53,700$9,287,952→ 838,115 total - Exercise/Conversion
Common Stock
2025-03-01$169.75/sh+45,259$7,682,715→ 757,565 total - Exercise/Conversion
Common Stock
2025-03-02$172.96/sh+26,850$4,643,976→ 784,415 total - Award
Restricted Stock Units
2025-03-01+73,899→ 73,899 total→ Common Stock (73,899 underlying) - Exercise/Conversion
Restricted Stock Units
2025-03-01−37,612→ 37,612 total→ Common Stock (37,612 underlying) - Exercise/Conversion
Restricted Stock Units
2025-03-01−37,612→ 37,612 total→ Common Stock (45,259 underlying) - Exercise/Conversion
Restricted Stock Units
2025-03-02−26,850→ 0 total→ Common Stock (26,850 underlying) - Exercise/Conversion
Restricted Stock Units
2025-03-02−26,850→ 0 total→ Common Stock (53,700 underlying) - Award
Restricted Stock Units
2025-03-01+73,899→ 73,899 total→ Common Stock (73,899 underlying)
Holdings
- 975,956(indirect: PS Sook Ltd.)
Common Stock
Footnotes (9)
- [F1]The 975,956 shares of common stock owned by PS Sook Ltd., of which Mr. Sook and his spouse are the beneficial owners.
- [F2]Each time-based restricted stock unit ("RSU") is converted into one share of Nexstar's Common Stock at the vesting date. Each Performance-based restricted stock unit ("PSU") represents the right to receive, following vesting, between 0% and 200% of one share of Nexstar's Common Stock, subject to the level of achievement of pre-established company performance metrics.
- [F3]73,899 RSUs were awarded on March 1, 2025, of which 36,950 RSUs vest on March 2, 2026 and 36,949 RSUs vest on March 3, 2027.
- [F4]The RSUs/PSUs have no expiration and are subject to accelerated vesting in the event of termination of the Reporting Person's employment under certain circumstances, including change in control, a reason by the Company other than for cause, or for good reason.
- [F5]73,899 target PSUs were awarded on March 1, 2025, of which 36,949 PSUs vest on March 2, 2026 and 36,950 PSUs vest on March 3, 2027, subject to the achievement of the pre-established company performance metric. The indicated number of PSUs assumes 100% vesting at target. The number of shares of Nexstar's Common Stock that may be earned is between 0% and 200% of the target number of PSUs. The actual number of shares of common stock issued at each vesting date may be more or less than the indicated target number.
- [F6]75,224 RSUs were awarded on March 1, 2024, of which 37,612 RSUs vested on March 1, 2025 and 37,612 RSUs vest on March 1, 2026.
- [F7]75,224 target PSUs were awarded on March 1, 2024. The number of shares of Nexstar's Common Stock that may be earned is between 0% and 200% of the target number of PSUs. The Compensation Committee of Nexstar's Board of Directors performed an assessment and determined that the conditions to receive 120.33% of the target number of PSUs were satisfied. Thus, the 37,612 target PSUs that vested on March 1, 2025 were converted into 45,259 shares of Nexstar common stock. The 37,612 target PSUs that vest on March 1, 2026 will also convert to 45,259 shares of Nexstar common stock at vesting date.
- [F8]53,700 RSUs were awarded on March 2, 2023, of which 26,850 RSUs vested at each anniversary date of the award through March 2, 2025.
- [F9]53,700 target PSUs were awarded on March 2, 2023. The number of shares of Nexstar's Common Stock that may be earned is between 0% and 200% of the target number of PSUs. The Compensation Committee of Nexstar's Board of Directors performed an assessment and determined that the conditions to receive 200% of the target number of PSUs were satisfied. Thus, the 26,850 target PSUs that previously vested on March 2, 2024 were converted into 53,700 shares of Nexstar common stock. The 26,850 target PSUs that vested on March 2, 2025 were also converted into 53,700 shares of Nexstar common stock.
Documents
Issuer
NEXSTAR MEDIA GROUP, INC.
CIK 0001142417
Entity typeother
Related Parties
1- filerCIK 0001250261
Filing Metadata
- Form type
- 4
- Filed
- Mar 3, 7:00 PM ET
- Accepted
- Mar 4, 6:25 PM ET
- Size
- 24.8 KB