ZIMMER DANA 4
4 · NEXSTAR MEDIA GROUP, INC. · Filed Jun 10, 2026
Research Summary
AI-generated summary of this filing
Nexstar (NXST) President Dana Zimmer Receives 2,876 Shares from PSUs
What Happened
Dana Zimmer, President, Distribution & Strategy at Nexstar Media Group (NXST), had performance-based restricted stock units (PSUs) vest and convert into a total of 2,876 shares on June 8, 2026. The vesting breakdown: 1,000 PSUs from the May 23, 2024 award and 938 PSUs each from awards dated June 3, 2022 and June 14, 2023. The Form 4 shows matching "Acquired" entries for those conversions and corresponding "Disposed" entries recorded at $0 (derivative), consistent with net settlement or share withholding practices commonly used to satisfy tax or other obligations. No cash purchase or open-market sale was reported.
Key Details
- Transaction date: June 8, 2026 (converted/vested). Form filed June 10, 2026 (appears timely).
- Shares vested/converted: 1,000 + 938 + 938 = 2,876 shares.
- Transaction prices: Acquired entries listed as N/A; Disposed entries recorded at $0 (derivative).
- Shares owned after transaction: not specified in the provided excerpt.
- Footnotes: F1–F4 explain PSUs convert to one share each if performance and service conditions are met; Compensation Committee certified achievement and the listed PSUs vested on June 8, 2026.
- Filing timeliness: Filed two days after the vesting date (June 10), which is generally within the Form 4 reporting window.
Context
These were award conversions (PSUs vesting), not open-market purchases or discretionary sales. Award vesting and any related share withholding for taxes are routine compensation events and do not by themselves signal insider buying or selling intent. For derivative transactions like this, converted PSUs can be either delivered as shares or net-settled (some shares withheld), which explains the simultaneous $0 "disposed" entries on the Form 4.
Insider Transaction Report
- Exercise/Conversion
Common Stock
[F1][F2]2026-06-08+1,000→ 4,777 total - Exercise/Conversion
Common Stock
[F1][F3]2026-06-08+938→ 5,715 total - Exercise/Conversion
Common Stock
[F1][F4]2026-06-08+938→ 6,653 total - Exercise/Conversion
Restricted Stock Units
[F1][F2]2026-06-08−1,000→ 2,000 total→ Common Stock (1,000 underlying) - Exercise/Conversion
Restricted Stock Units
[F1][F3]2026-06-08−938→ 0 total→ Common Stock (938 underlying) - Exercise/Conversion
Restricted Stock Units
[F1][F4]2026-06-08−938→ 937 total→ Common Stock (938 underlying)
Footnotes (4)
- [F1]Each performance-based restricted stock unit ("PSU") represents a contingent right to receive one share of Nexstar's common stock, subject to the achievement of pre-established company performance metrics and Reporting Person's continued service through the applicable vesting date.
- [F2]4,000 PSUs were awarded on May 23, 2024, of which, 1,000 PSUs vest at each anniversary of the award through May 23, 2028, subject to the achievement of pre-established company performance metrics. The Compensation Committee of Nexstar's Board of Directors performed an assessment and determined that the conditions were satisfied. Thus, the 1,000 PSUs vested in full on June 8, 2026.
- [F3]3,750 PSUs were awarded on June 3, 2022, of which, 937, 938, 937 and 938 PSUs vested on June 3, 2023, 2024, 2025, and 2026, respectively, subject to the achievement of pre-established company performance metrics. The Compensation Committee of Nexstar's Board of Directors performed an assessment and determined that the conditions were satisfied. Thus, the 938 PSUs vested in full on June 8, 2026.
- [F4]3,750 PSUs were awarded on June 14, 2023, of which, 938, 937 and 938 PSUs vested on June 14, 2024, 2025, and 2026, respectively, and, 937 PSUs will vest on June 14, 2027, subject to the achievement of pre-established company performance metric. The Compensation Committee of Nexstar's Board of Directors performed an assessment and determined that the conditions were satisfied. Thus, the 938 PSUs vested in full on June 8, 2026.