GRAY MEDIA, INC·4

Feb 17, 6:45 PM ET

Howell Robin Robinson 4

4 · GRAY MEDIA, INC · Filed Feb 17, 2026

Research Summary

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Gray Media (GTN) Director Howell Robin Robinson Receives Stock Awards

What Happened Howell Robin Robinson, a director of Gray Media, Inc. (GTN), was granted two stock awards on 2026-02-12: 327,303 restricted shares (worth $3,980,004) and 327,303 performance‑based restricted shares (target value $3,980,004), both recorded at $12.16 per share. Combined, the awards total 654,606 shares with an aggregate target value of about $7.96 million. These were grants/awards (compensation), not open‑market purchases or sales.

Key Details

  • Transaction date: 2026-02-12; Form 4 filed: 2026-02-17 (filed 5 days after the transaction).
  • Grant 1: 327,303 restricted shares at $12.16/share — value $3,980,004. (Footnote F1)
  • Grant 2: 327,303 performance‑based restricted shares at $12.16/share — target value $3,980,004. (Footnote F2)
  • Total awarded: 654,606 shares; total target value ≈ $7,960,008.
  • Shares owned after the transaction: not specified in the provided filing.
  • Filing timeliness: The Form 4 was filed 5 days after the transaction date (appears late relative to the usual 2-business‑day reporting requirement for insiders).
  • Footnote F3 in the filing references the reporting person’s or spouse’s current 401(k) Plan balance (not directly related to these awards).

Context

  • The first award is restricted stock that vests ratably on 2/28/27, 2/29/28 and 2/28/29 (per F1). The second is performance‑based restricted stock that vests on 2/28/29 after a three‑year performance period (per F2). These awards typically are subject to vesting and performance conditions and are not the same as an immediate open‑market buy.
  • Awards are a form of compensation and don’t necessarily indicate insider buying interest in open markets; they do increase potential future insider ownership if vesting conditions are met.

Insider Transaction Report

Form 4
Period: 2026-02-12
Transactions
  • Award

    Class A Common Stock

    [F1]
    2026-02-12$12.16/sh+327,303$3,980,0044,024,755 total(indirect: By Spouse)
  • Award

    Class A Common Stock

    [F2]
    2026-02-12$12.16/sh+327,303$3,980,0044,352,058 total(indirect: By Spouse)
Holdings
  • Class A Common Stock

    81,635
  • Class A Common Stock

    (indirect: By Children)
    500
  • Class A Common Stock

    (indirect: By Trust)
    999,000
  • Common Stock

    (indirect: By Trust)
    832,500
  • Common Stock

    (indirect: By Spouse)
    617,609
  • Common Stock

    [F3]
    (indirect: By 401(k))
    18,264
  • Common Stock

    140,854
Footnotes (3)
  • [F1]Represents a grant of restricted stock, which vests ratably on 2/28/27, 2/29/28, and 2/28/29.
  • [F2]Represents the target value of performance based restricted stock, which vests on 2/28/29, after the end of the three year performance period.
  • [F3]Amounts reflect the reporting person's or reporting person's spouses' current balance in the 401(k) Plan.
Signature
/s/ Ginger Davis by Power of Attorney|2026-02-17

Documents

1 file
  • 4
    ownership.xmlPrimary

    4