Form 4: Entravision COO Sells Shares for Tax Obligations

Entravision Communications Corp's President and COO, Jeffery A. Liberman, disposed of 124,303 Class A common shares to cover tax withholding obligations from vested restricted stock units.

Summary

• Jeffery A. Liberman, President and COO of Entravision Communications Corp (EVC), reported a transaction on December 20, 2025.
• The transaction involved the disposition of 124,303 shares of Class A common stock at a price of $3.18 per share.
• This disposition was to satisfy tax withholding obligations arising from the vesting of multiple restricted stock unit (RSU) grants.
• The vested RSUs included grants from December 14, 2022 (43,750 units), February 14, 2023 (41,650 units), January 25, 2024 (25,000 units), and January 21, 2025 (75,000 units).
• Following the transaction, Liberman directly beneficially owns 319,100 Class A common shares, which includes 319,100 restricted stock units.
• Additionally, 119,454 Class A common shares are indirectly beneficially owned through a family trust.
• Liberman also holds 230,000 performance units with vesting starting January 21, 2026, and expiring January 21, 2030.
• Another 100,000 performance units are held, with vesting starting January 25, 2025, and expiring January 25, 2029.
• These performance units vest based on a combination of time-based schedules and market-based total shareholder return hurdles.

Sentiment

Score: 5

Explanation: The filing is a routine compliance document detailing an executive's stock transaction for tax purposes, which is neutral in sentiment. The presence of performance units with market-based vesting conditions is a standard executive compensation practice.

Positives

• The executive's compensation structure includes performance units tied to both time-based vesting and market-based total shareholder return hurdles, aligning management interests with shareholder value creation.

Future Outlook

The reporting person holds significant performance units that are subject to both time-based vesting schedules extending to 2026 and market-based conditions tied to total shareholder return hurdles, indicating future potential share acquisitions contingent on company performance and tenure.

Industry Context

This Form 4 filing is a routine disclosure of an insider transaction and does not provide specific insights into broader industry trends or competitive landscape for Entravision Communications Corp.

Stakeholder Impact

• Shareholders: The transaction is a routine tax-related disposition by an executive, which is unlikely to have a significant direct impact on current shareholders. The executive's continued holding of performance units aligns interests with future shareholder returns.

Next Steps

• Continued vesting of 230,000 performance units, with 20% vesting on January 21, 2026, and 10% every six months thereafter.
• Continued vesting of 100,000 performance units, with 20% vesting on January 25, 2025, and 10% every six months thereafter.
• Achievement of market-based total shareholder return hurdles for both sets of performance units.

Key Dates

Keywords

Entravision Communications, EVC, Form 4, Insider Transaction, Jeffery Liberman, Stock Disposition, Restricted Stock Units, Performance Units, Executive Compensation, Tax Withholding