Russell Blake 4

4 · NEXSTAR MEDIA GROUP, INC. · Filed Mar 26, 2026

AI-generated summary of this filing

Updated Mar 26, 2026

Nexstar (NXST) EVP Russell Blake Sells 333 Shares After Vesting

What Happened

Russell Blake, EVP, Operations at Nexstar Media Group (NXST), had time‑based RSUs and performance PSUs vest on March 24, 2026 and those awards converted into common shares. Specifically, 750 time‑based RSUs vested and converted into 750 shares, and 563 target PSUs vested and — at a 104.54% payout — converted into 588 shares (total converted = 1,338 shares).
To satisfy tax withholding related to the vesting, some shares were reported as withheld (reported as $0 dispositions) and an additional 333 shares were sold in the open market on March 25, 2026 at $218.53 per share, generating $72,771. This sale was reported on Form 4 and appears to be a routine sale to cover tax obligations rather than a market-timing purchase.

Key Details

Transaction types/dates: RSU/PSU conversions (derivative exercise/conversion, code M) on 2026-03-24; open‑market sale (code S) of 333 shares on 2026-03-25 at $218.53.
Sale proceeds: 333 shares × $218.53 = $72,771.
PSU payout: 563 target PSUs converted into 588 shares (104.54% of target), per the filing.
Withholding: Filing shows zero-dollar dispositions consistent with shares withheld to satisfy tax withholding; the March 25 open‑market sale also covered withholding obligations.
Shares owned after transaction: Not specified in the provided filing excerpt.
Timeliness: Form 4 was filed on 2026-03-26 reporting a 2026-03-24 vesting/sale — this appears to be a timely filing (Form 4 is due within two business days).

Context

These were award settlements (RSUs and PSUs) converting to common stock on vesting; the sale was to cover taxes (common practice). Derivative code M here reflects conversion/exercise of restricted units into shares rather than a stock option cash exercise. This type of transaction is typically administrative (tax withholding) rather than a directional bet on the stock.

Form 4

Period: 2026-03-24

EVP, Operations

Transactions

Exercise/Conversion
Common Stock
[F1][F2]
2026-03-24+750→ 25,576 total
Exercise/Conversion
Common Stock
[F3][F4]
2026-03-24+588→ 26,164 total
Sale
Common Stock
[F5]
2026-03-25$218.53/sh−333$72,771→ 25,831 total
Exercise/Conversion
Restricted Stock Units
[F1][F2]
2026-03-24−750→ 1,500 total
→ Common Stock (750 underlying)
Exercise/Conversion
Restricted Stock Units
[F3][F4]
2026-03-24−563→ 1,687 total
→ Common Stock (588 underlying)

Footnotes (5)

[F1]Each time-based restricted stock unit ("RSU") is converted into one share of Nexstar's Common Stock subject to the Reporting Person's continued service through the applicable vesting date.
[F2]2,250 RSUs were awarded on March 24, 2025, of which 750 RSUs vest at each anniversary date of the award through March 24, 2028.
[F3]Each Performance-based restricted stock unit ("PSU") represents the right to receive, following vesting, between 0% and 150% of one share of Nexstar's Common Stock, subject to the level of achievement of pre-established company performance metrics and Reporting Person's continued service through the applicable vesting date.
[F4]2,250 target PSUs were awarded on March 24, 2025, of which 563, 562 and 1,125 PSUs vest on March 24, 2026, 2027 and 2028, respectively, subject to the achievement of the pre-established company performance metrics. The number of shares of Nexstar's common stock that may be earned is between 0% and 150% of the target number of PSUs. The Compensation Committee of Nexstar's Board of Directors performed an assessment and determined that the conditions to receive 104.54% of the target number of PSUs were satisfied. Thus, the 563 target PSUs that vested on March 24, 2026 were converted into 588 shares of Nexstar common stock.
[F5]The sale reported on this Form 4 represents shares sold by the Reporting Person to cover tax withholding obligations in connection with the settlement of RSUs and PSUs that vested on March 24, 2026.

Signature

/s/ Mark Hoyla, Attorney-in-Fact for Blake Russell|2026-03-26

1 file