BRESSLER RICHARD J 4

4 · iHeartMedia, Inc. · Filed Feb 20, 2026

AI-generated summary of this filing

Updated Feb 21, 2026

iHeartMedia (IHRT) President Richard Bressler Exercises RSUs, Sells Shares

What Happened

Richard J. Bressler, President & COO and a director of iHeartMedia (IHRT), converted/exercised 303,028 derivative awards (RSUs/stock units) on Feb 20, 2026. Following the conversion, a total of 356,649 shares were withheld/surrendered to cover tax obligations and surrendered to the issuer at $3.61 per share, producing proceeds of $1,287,504 (breakdown: 129,878 shares withheld = $468,860; 173,150 surrendered to issuer = $625,072; 53,621 shares withheld = $193,572). The filing shows the derivative exercise/conversion entries and corresponding tax-withholding/dispositions.

Key Details

Transaction date: 2026-02-20 (filing date 2026-02-20 — appears timely).
Exercise/conversion: 303,028 derivative units (code M).
Shares disposed/withheld: 129,878; 173,150; 53,621 — total 356,649 shares at $3.61 each for $1,287,504.
Footnotes: F1/F3/F4 indicate these were cash-settled restricted stock units (RSUs) with amounts/and/or shares withheld to satisfy tax withholding; RSUs vest one-third each year starting Feb 20, 2025. F2 notes reported holdings include Class A shares and time-vested RSUs.
Shares owned after transaction: not specified in the excerpt of the filing.
Filing timeliness: Not marked late (no late filing flag).

Context

This appears to be the conversion/settlement of RSUs with immediate withholding/surrender to cover taxes (a routine, not necessarily market-view, transaction). For derivative transactions: “M” indicates exercise/conversion; here the units were converted and then shares/cash-equivalents were withheld/surrendered for taxes and to the issuer. Such tax-withholding events are common when equity awards vest and do not necessarily signal a change in insider sentiment.

Form 4

Period: 2026-02-20

DirectorPresident and COO

Transactions

Exercise/Conversion
Class A Common Stock, par value $0.001 per share
[F1][F2]
2026-02-20+303,028→ 5,648,396 total
Tax Payment
Class A Common Stock, par value $0.001 per share
[F3][F2]
2026-02-20$3.61/sh−129,878$468,860→ 5,518,518 total
Disposition to Issuer
Class A Common Stock, par value $0.001 per share
[F2]
2026-02-20$3.61/sh−173,150$625,072→ 5,345,368 total
Tax Payment
Class A Common Stock, par value $0.001 per share
[F4][F2]
2026-02-20$3.61/sh−53,621$193,572→ 5,291,747 total
Exercise/Conversion
Restricted Stock Units
[F1]
2026-02-20−303,028→ 606,057 total
→ Class A Common Stock (303,028 underlying)

Footnotes (4)

[F1]Reflects cash-settled restricted stock units ("RSU"). 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 20, 2025.
[F2]Includes shares of Class A Common Stock as well as RSUs subject to time vesting conditions.
[F3]Transaction represents cash equivalent amounts withheld for taxes upon vesting of cash-settled restricted stock units.
[F4]Transaction represents shares withheld for taxes upon vesting of restricted stock units.

Signature

/s/ David Hillman, by Power of Attorney for Richard J. Bressler|2026-02-20

1 file