0000899243-22-004656.txt : 20220203 0000899243-22-004656.hdr.sgml : 20220203 20220203180024 ACCESSION NUMBER: 0000899243-22-004656 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20210831 FILED AS OF DATE: 20220203 DATE AS OF CHANGE: 20220203 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Fasbender Jordan CENTRAL INDEX KEY: 0001907473 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38987 FILM NUMBER: 22589989 MAIL ADDRESS: STREET 1: C/O IHEARTMEDIA, INC. STREET 2: 20880 STONE OAK PARKWAY CITY: SAN ANTONIO STATE: TX ZIP: 78258 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: iHeartMedia, Inc. CENTRAL INDEX KEY: 0001400891 STANDARD INDUSTRIAL CLASSIFICATION: RADIO BROADCASTING STATIONS [4832] IRS NUMBER: 260241222 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 20880 STONE OAK PARKWAY CITY: SAN ANTONIO STATE: TX ZIP: 78258 BUSINESS PHONE: 210-822-2828 MAIL ADDRESS: STREET 1: 20880 STONE OAK PARKWAY CITY: SAN ANTONIO STATE: TX ZIP: 78258 FORMER COMPANY: FORMER CONFORMED NAME: CC Media Holdings Inc DATE OF NAME CHANGE: 20090721 FORMER COMPANY: FORMER CONFORMED NAME: C C Media Holdings Inc DATE OF NAME CHANGE: 20070730 FORMER COMPANY: FORMER CONFORMED NAME: BT Triple Crown Capital Holdings III, Inc. DATE OF NAME CHANGE: 20070524 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2021-08-31 0 0001400891 iHeartMedia, Inc. IHRT 0001907473 Fasbender Jordan 20880 STONE OAK PARKWAY SAN ANTONIO TX 78258 0 1 0 0 SEE BELOW Class A Common Stock, par value $0.001 per share 30406 D Employee Stock Option (right to buy) 14.74 2031-02-17 Class A Common Stock 15000 D Employee Stock Option (right to buy) 8.98 2030-08-14 Class A Common Stock 16500 D Employee Stock Option (right to buy) 19.00 2029-07-10 Class A Common Stock 10000 D Includes 23,125 restricted stock units ("RSUs") that each represent a contingent right to receive one share of Class A Common Stock. 5,000 RSUs will vest in four equal installments on each of the first four anniversaries of February 17, 2021. 10,125 RSUs will vest in three equal installments on each of the next three anniversaries of August 14, 2021. 8,000 RSUs will vest in two equal installments on July 10, 2022 and July 10, 2023. All RSU awards are subject to the Reporting Person's continued employment with iHeartMedia, Inc. through each such vesting date. The option vests in four equal installments on each of the first four anniversaries of the grant date of February 17, 2021, subject to the Reporting Person's continued employment with iHeartMedia, Inc. through each such vesting date. The option vests, or has vested, in four equal installments on each of the first four anniversaries of the grant date of August 14, 2020, subject to the Reporting Person's continued employment with iHeartMedia, Inc. through each such vesting date. The option vested as to one fifth of the award on July 22, 2019 and the remainder has vested or or will vest in four equal installments on each of the first four anniversaries of the grant date of July 10, 2019, subject to the Reporting Person's continued employment with iHeartMedia, Inc. through each such vesting date. Title: Executive Vice President, General Counsel and Secretary; Exhibit List: Exhibit 24 - Power of Attorney /s/ Jordan Fasbender 2022-02-03 EX-24 2 attachment1.htm EX-24 DOCUMENT

                         SECTION 16 POWER OF ATTORNEY

With respect to holdings of and transactions in securities issued by
iHeartMedia, Inc. (the "Company"), the undersigned hereby constitutes and
appoints the individuals named on Schedule A attached hereto and as may be
amended from time to time, or any of them signing singly, with full power of
substitution and resubstitution, to act as the undersigned's true and lawful
attorney-in-fact to:

    1. prepare, execute in the undersigned's name and on the undersigned's
       behalf, and submit to the United States Securities and Exchange
       Commission (the "SEC") a Form ID, including amendments thereto, and any
       other documents necessary or appropriate to obtain and/or regenerate
       codes and passwords enabling the undersigned to make electronic filings
       with the SEC of reports required by Section 16(a) of the Securities
       Exchange Act of 1934, as amended, or any rule or regulation of the SEC;

    2. execute for and on behalf of the undersigned, Forms 3, 4, and 5 in
       accordance with Section 16 of the Securities Exchange Act of 1934, as
       amended, and the rules thereunder;

    3. do and perform any and all acts for and on behalf of the undersigned
       which may be necessary or desirable to complete and execute any such
       Form 3, 4, or 5, complete and execute any amendment or amendments
       thereto, and timely file such form with the SEC and any stock exchange
       or similar authority; and

    4. take any other action of any type whatsoever in connection with the
       foregoing which, in the opinion of such attorney-in-fact, may be of
       benefit to, in the best interestt of, or legally required by, the
       undersigned, it being understood that the documents executed by such
       attorney-in-fact on behalf of the undersigned pursuant to this Power of
       Attorney shall be in such form and shall contain such terms and
       conditions as such attorney-in-fact may approve in such attorney-in-
       fact's discretion.

    The undersigned hereby grants to each such attorney-in-fact full power and
authority to do and perform any and every act and thing whatsoever requisite,
necessary, or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might
or could do if personally present, with full power of substitution and
resubstitution or revocation, hereby ratifying and confirming all that such
attorney-in-fact, or such attorneys-in-fact substitute or substitutes, shall
lawfully do or cause to be done by virtue of this Power of Attorney and the
rights and powers herein granted.

    The undersigned acknowledges that the foregoing attorneys-in-fact, in
serving in such capacity at the request of the undersigned, are not assuming,
nor is the Company assuming, any of the undersigned's responsibilities to
comply with Section 16 of the Securities Exchange Act of 1934, as amended.

    This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms 3, 4, and 5 with respect to the
undersigned's holdings of and transactions in securities issued by the Company,
unless earlier revoked by the undersigned in a signed writing delivered to the
foregoing attorneys-in-fact.

    IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to
be executed as of this 18th day of January, 2022.

              Signature: /s/ Jordan Fasbender
                         -------------------------------
                         Jordan Fasbender


                                Schedule A

    Individuals Appointed as Attorney-in-Fact with Full Power of Substitution
and Resubstitution

1. Scott D. Hamilton