REILLY KEVIN P JR 4

What Happened Kevin P. Reilly Jr., a 10% owner of Lamar Advertising Co. (LAMR), was issued 26,400 LTIP Units of Lamar Advertising Limited Partnership on 2026-03-10. The units were granted at $0.00 (reported as an award/grant, code A) — the grant has no immediate cash cost but is a derivative equity award that can convert into common partnership units and ultimately be redeemable for cash or Class A common stock (one-for-one), at Lamar’s election. This was an award tied to performance targets, not an open-market purchase or sale.

Key Details

• Transaction date and price: 2026-03-10; 26,400 LTIP Units @ $0.00 (award/grant).
• Filing date: 2026-03-12 — appears timely (filed within the standard Form 4 filing window).
• Shares owned after transaction: Not specified in the provided filing excerpts.
• Footnotes / vesting terms:
  • LTIP Units issued under Lamar’s 1996 Equity Incentive Plan and convert to common partnership units upon certain events (redeemable one-for-one for cash or Class A stock at Lamar’s election).
  • These units are performance-based and subject to forfeiture if financial goals are not met; vesting expected upon certification of 2026 financial results (expected Feb 2027), subject to continued employment and Compensation Committee discretion. The 26,400 figure represents the maximum achievable (120% of target).
  • The filing references previously issued vested LTIP Units from 2022–2025 that convert under similar terms.

Context

• This is a derivative, performance-based award (not a cash purchase), so it does not reflect an immediate cash outlay or sale by the insider.
• Awards tied to performance are common executive compensation; they only become deliverable (and financially valuable) if company performance and vesting conditions are met.
• As a 10% owner, Reilly’s holdings are material, but this single award should be viewed as compensation structure, not a direct market sentiment signal.