MCGUINNESS MICHAEL B 4
4 · iHeartMedia, Inc. · Filed Feb 19, 2026
Research Summary
AI-generated summary of this filing
iHeartMedia (IHRT) CFO Michael B. McGuinness Receives 504,472 RSUs
What Happened Michael B. McGuinness, CFO of iHeartMedia (IHRT), was awarded a total of 504,472 restricted stock units (RSUs) on February 17, 2026. The awards were granted at $0.00 (i.e., as compensation awards, not purchases) and consist of both stock‑settled and cash‑settled RSUs. Breakdown: 166,128 RSUs; 59,523 RSUs; 109,649 RSUs (stock‑settled) and 59,523 RSUs; 109,649 RSUs (cash‑settled) — totaling 335,300 stock‑settled RSUs and 169,172 cash‑settled RSUs. Several of the RSUs reflect conversion from previously granted performance stock units (PSUs) after satisfaction (in full or in part) of performance criteria.
Key Details
- Transaction date: February 17, 2026; Form 4 filed February 19, 2026 (filed within the typical two-business-day Form 4 window).
- Price: $0.00 per unit (award/grant).
- Total units granted: 504,472 (335,300 stock‑settled RSUs; 169,172 cash‑settled RSUs).
- Vesting / conversion notes:
- 166,128 RSUs (converted from PSUs) vest in full on May 18, 2026, subject to continued service (F1).
- 59,523 RSUs (converted from PSUs) vest in full on February 20, 2028 (F2).
- 109,649 stock‑settled RSUs vest one‑third on each of the first three anniversaries of February 17, 2026 (F3).
- 59,523 cash‑settled RSUs (partial PSU satisfaction) vest in full on February 20, 2028 (F4).
- 109,649 cash‑settled RSUs vest one‑third on each of the first three anniversaries of February 17, 2026 (F5).
- Shares owned after the transaction: not specified in the provided excerpt of the filing.
- Filing timeliness: filing date (Feb 19) is within the usual two-business-day Form 4 filing window for a Feb 17 transaction (no late filing flag indicated).
Context
- Stock‑settled RSUs: each represents a contingent right to receive one share of Class A common stock upon vesting (subject to service and/or performance conditions).
- Cash‑settled RSUs: each represents a contingent right to receive a cash payment equal to the fair market value of one share on the vesting date (these are derivative/cash-settled awards).
- These awards are compensation events (not open‑market purchases or sales) and do not, by themselves, imply buying or selling sentiment by the insider.
Insider Transaction Report
Form 4
Transactions
- Award
Class A Common Stock, par value $0.001 per share
[F1]2026-02-17+166,128→ 623,580 total - Award
Class A Common Stock, par value $0.001 per share
[F2]2026-02-17+59,523→ 683,103 total - Award
Class A Common Stock, par value $0.001 per share
[F3]2026-02-17+109,649→ 792,752 total - Award
Restricted Stock Units
[F4]2026-02-17+59,523→ 59,523 total→ Class A Common Stock (59,523 underlying) - Award
Restricted Stock Units
[F5]2026-02-17+109,649→ 109,650 total→ Class A Common Stock (109,649 underlying)
Footnotes (5)
- [F1]Reflects restricted stock units ("RSUs") following the satisfaction of performance criteria for previously granted performance stock units ("PSUs"). Each RSU represents a contingent right to receive one share of Class A Common Stock. The RSUs will vest in full on May 18, 2026, subject to the Reporting Person's continued service with the Issuer.
- [F2]Reflects RSUs following the partial satisfaction of performance criteria for previously granted PSUs. Each RSU represents a contingent right to receive one share of Class A Common Stock. The RSUs will vest in full on February 20, 2028, subject to the Reporting Person's continued service with the Issuer.
- [F3]Reflects stock-settled restricted stock units. Each RSU represents a contingent right to receive one share of Class A Common Stock. The RSUs shall vest as to one-third of the total RSUs on each of the first three anniversaries of February 17, 2026, subject to the Reporting Person's continued service with the Issuer.
- [F4]Reflects cash-settled RSUs following the partial satisfaction of performance criteria for previously granted cash-settled PSUs. Each RSU represents a contingent right to receive an amount in cash equal to the fair market value of one share of the Issuer's Class A Common Stock on the applicable vesting date. The cash-settled RSUs will vest in full on February 20, 2028, subject to the Reporting Person's continued service with the Issuer.
- [F5]Reflects cash-settled RSUs. Each RSU represents a contingent right to receive an amount in cash equal to the fair market value of one share of the Issuer's Class A Common Stock on the applicable vesting date. The RSUs shall vest as to one-third of the total RSUs on each of the first three anniversaries of February 17, 2026, subject to the Reporting Person's continued service with the Issuer.
Signature
/s/ David Hillman, as Attorney-in-Fact for Michael B. McGuinness|2026-02-19