BRESSLER RICHARD J 4

What Happened
Richard J. Bressler, President and COO of iHeartMedia, had restricted stock units (RSUs) vest on Feb 25, 2026 and related derivative/vesting transactions reported on a Form 4 filed Feb 27, 2026. The filing shows 256,667 RSU-related units converted/exercised and three disposition entries: 110,008 shares withheld for taxes ($3.17/share, $348,725), 146,659 shares surrendered to the issuer ($3.17/share, $464,909), and 50,004 shares withheld for taxes ($3.17/share, $158,513). Total shares disposed/withheld = 306,671 for $972,147. These items reflect routine vesting and tax withholding rather than an open-market sale.

Key Details

• Transaction date: Feb 25, 2026; Form 4 filed Feb 27, 2026 (timely filing).
• Prices and totals: dispositions shown at $3.17 per share; total proceeds/withheld value reported $972,147 (sum of listed amounts).
• Reported derivative activity: 256,667 units listed as an exercise/conversion of a derivative (RSU-related). One derivative line shows a $0.00 price, consistent with conversion/settlement mechanics.
• Footnotes: F1–F4 indicate these were cash-settled restricted stock units that vest over time and that shares were withheld or cash equivalents were withheld to satisfy tax liabilities. F3/F4 specifically note tax withholding and share withholding upon vesting.
• Shares owned after the transaction: not specified in the provided filing excerpt.
• Filing timeliness: filed two days after the transactions (appears timely under Form 4 rules).

Context
These transactions are driven by RSU vesting and tax-withholding mechanics (cash-settled RSUs and/or shares withheld/surrendered to cover taxes), not an intentional open-market sale to raise cash. For retail investors, such withholding/surrenders are routine and do not by themselves indicate the insider’s view on the company’s prospects.