Form 4: Nexstar Media Group Executive Awarded Restricted Stock Units

Gary Weitman, EVP and Chief Communications Officer of Nexstar Media Group, was granted restricted stock units (RSUs) and performance-based stock units (PSUs) on March 24, 2025.

Summary

• Gary Weitman, an executive at Nexstar Media Group, received an award of restricted stock units (RSUs) and performance-based stock units (PSUs) on March 24, 2025.
• A total of 2,250 time-based RSUs were granted, vesting in equal installments of 750 units on each anniversary date of the award through March 24, 2028.
• Additionally, 2,250 target PSUs were awarded, vesting in installments on March 24, 2026 (563 units), 2027 (562 units), and 2028 (1,125 units), contingent upon the achievement of pre-established company performance metrics.
• The actual number of shares received from the PSUs can range from 0% to 150% of the target number, depending on performance.
• The RSUs and PSUs will be forfeited if the awardee's employment terminates for reasons other than a company change of control.

Sentiment

Score: 7

Explanation: The sentiment is neutral to slightly positive. The granting of stock-based compensation is a standard practice, and the vesting schedule and performance metrics suggest a focus on long-term value creation. However, the value is subject to market fluctuations and performance achievement.

Positives

• The granting of RSUs and PSUs aligns executive compensation with the company's performance and long-term success.
• The vesting schedule encourages continued service and commitment from the executive.
• Performance-based vesting incentivizes the achievement of specific company goals.

Negatives

• The value of the RSUs and PSUs is subject to the market price of Nexstar's common stock, which can fluctuate.
• Failure to meet performance metrics could result in fewer shares being issued under the PSU award.
• Forfeiture of unvested units upon termination of employment (excluding change of control) could be seen as a potential drawback.

Risks

• The actual number of shares received from PSUs is dependent on the company's performance, which is subject to various market and economic factors.
• Changes in company strategy or unforeseen events could impact the achievement of performance metrics.
• Fluctuations in the stock price could affect the overall value of the awarded RSUs and PSUs.

Future Outlook

The document does not contain specific forward-looking statements beyond the vesting schedule of the RSUs and PSUs, which are contingent on continued employment and, in the case of PSUs, the achievement of performance metrics.

Industry Context

Granting stock-based compensation is a common practice in the media industry to incentivize executives and align their interests with those of shareholders. The specific terms of the grants, such as vesting schedules and performance metrics, vary from company to company.

Comparison to Industry Standards

• Stock-based compensation is a standard practice among publicly traded media companies such as Fox Corporation, Paramount Global, and Warner Bros. Discovery.
• The vesting schedules and performance metrics associated with these grants are typically aligned with industry benchmarks for executive compensation.
• The percentage of equity granted to executives is often determined by factors such as company size, performance, and the executive's role and responsibilities.

Stakeholder Impact

• Shareholders may view the granting of stock-based compensation as a positive sign, aligning executive interests with long-term value creation.
• Employees may be motivated by the potential for executive compensation to be tied to company performance.
• The granting of RSUs and PSUs has no immediate impact on customers, suppliers, or creditors.

Key Dates

Keywords

restricted stock units, performance stock units, executive compensation, vesting, Nexstar Media Group, NXST, Gary Weitman