0000950170-24-075122.txt : 20240618 0000950170-24-075122.hdr.sgml : 20240618 20240618184656 ACCESSION NUMBER: 0000950170-24-075122 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20240614 FILED AS OF DATE: 20240618 DATE AS OF CHANGE: 20240618 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Morgan Rachel CENTRAL INDEX KEY: 0001935291 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-50478 FILM NUMBER: 241053499 MAIL ADDRESS: STREET 1: 545 E. JOHN CARPENTER FREEWAY CITY: IRVING STATE: TX ZIP: 75062 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: NEXSTAR MEDIA GROUP, INC. CENTRAL INDEX KEY: 0001142417 STANDARD INDUSTRIAL CLASSIFICATION: TELEVISION BROADCASTING STATIONS [4833] ORGANIZATION NAME: 06 Technology IRS NUMBER: 233083125 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 545 EAST JOHN CARPENTER FREEWAY STREET 2: SUITE 700 CITY: IRVING STATE: TX ZIP: 75062 BUSINESS PHONE: 972-373-8800 MAIL ADDRESS: STREET 1: 545 EAST JOHN CARPENTER FREEWAY STREET 2: SUITE 700 CITY: IRVING STATE: TX ZIP: 75062 FORMER COMPANY: FORMER CONFORMED NAME: NEXSTAR BROADCASTING GROUP INC DATE OF NAME CHANGE: 20010611 4 1 ownership.xml 4 X0508 4 2024-06-14 0001142417 NEXSTAR MEDIA GROUP, INC. NXST 0001935291 Morgan Rachel C/O NEXSTAR MEDIA GROUP, INC. 545 E. JOHN CARPENTER FREEWAY, SUITE 700 IRVING TX 75062 false true false false EVP General Counsel false Common Stock 2024-06-14 4 M false 656 150.56 A 3469 D Common Stock 2024-06-14 4 M false 656 150.56 A 4125 D Common Stock 2024-06-17 4 S false 324 149.0752 D 3801 D Restricted Stock Units 2024-06-14 4 M false 656 0 D Common Stock 656 1969 D Restricted Stock Units 2024-06-14 4 M false 656 0 D Common Stock 656 1969 D The sale reported on this Form 4 represent shares sold by the Reporting Person to cover tax withholding obligations in connection with the vesting and settlement of restricted stock units ("RSUs") and performance-based restricted stock units ("PSUs"). The sale was to satisfy tax withholding obligations to be funded by a "sell to cover" transaction. Each time-based RSU is converted into one share of Nexstar's Common Stock at the vesting date. Each PSU represents a contingent right to receive one share of Nexstar's common stock, subject to the achievement of pre-established company performance metrics. 2,625 RSUs were awarded on June 14, 2023, of which 656 RSUs vested on June 14, 2024, and, 657, 656 and 656 RSUs will vest on June 14, 2025, 2026 and 2027, respectively. The RSUs/PSUs have no expiration. However, any and all unvested portion of RSUs/PSUs shall be forfeited and cancelled should the awardee's employment terminate for any reason other than a company change of control. 2,625 PSUs were awarded on June 14, 2023, of which 656 PSUs vested on June 14, 2024, and, 657, 656 and 656 PSUs will vest on June 14, 2025, 2026 and 2027, respectively, subject to the achievement of pre-established company performance metrics. For the 656 PSUs that vested on June 14, 2024, the Compensation Committee of Nexstar's Board of Directors performed an assessment and determined that the conditions were satisfied, thus the 656 PSUs vested in full on June 14, 2024. /s/ Mark Hoyla, Attorney-in-Fact for Rachel Morgan 2024-06-18