BRESSLER RICHARD J 4

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.