Perry A. Sook - Jan 15, 2023 Form 4 Insider Report for NEXSTAR MEDIA GROUP, INC. (NXST)

Role
Chief Executive Officer, Director
Signature
/s/ Mark Hoyla, Attorney-in-Fact for Perry A. Sook
Stock symbol
NXST
Transactions as of
Jan 15, 2023
Transactions value $
$23,902,396
Form type
4
Date filed
1/18/2023, 07:49 PM
Previous filing
Aug 3, 2022
Next filing
Mar 3, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction NXST Common Stock Options Exercise $11.5M +62.5K +14.89% $183.43 482K Jan 15, 2023 Direct
transaction NXST Common Stock Tax liability -$4.47M -24.4K -5.05% $183.43 458K Jan 15, 2023 Direct
transaction NXST Common Stock Options Exercise $2.87M +15.6K +3.41% $183.43 474K Jan 15, 2023 Direct
transaction NXST Common Stock Tax liability -$1.12M -6.09K -1.29% $183.43 467K Jan 15, 2023 Direct
transaction NXST Common Stock Options Exercise $3.82M +20.8K +4.46% $183.43 488K Jan 15, 2023 Direct
transaction NXST Common Stock Tax liability -$1.49M -8.12K -1.66% $183.43 480K Jan 15, 2023 Direct
transaction NXST Common Stock Options Exercise $5.73M +31.3K +6.51% $183.43 511K Jan 15, 2023 Direct
transaction NXST Common Stock Tax liability -$2.23M -12.2K -2.38% $183.43 499K Jan 15, 2023 Direct
transaction NXST Common Stock Options Exercise $15.3M +83.3K +16.69% $183.43 583K Jan 15, 2023 Direct
transaction NXST Common Stock Tax liability -$5.96M -32.5K -5.58% $183.43 550K Jan 15, 2023 Direct
transaction NXST Common Stock Options Exercise $0 0 0% $0.00* 976K Jan 15, 2023 PS Sook Ltd. F1

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction NXST Restricted Stock Units Options Exercise $0 -62.5K -13.13% $0.00 414K Jan 15, 2023 Common Stock 62.5K Direct F2, F3, F4
transaction NXST Restricted Stock Units Options Exercise $0 -15.6K -3.78% $0.00 398K Jan 15, 2023 Common Stock 15.6K Direct F2, F4, F5
transaction NXST Restricted Stock Units Options Exercise $0 -20.8K -5.24% $0.00 377K Jan 15, 2023 Common Stock 20.8K Direct F2, F4, F6
transaction NXST Restricted Stock Units Options Exercise $0 -31.3K -8.29% $0.00 346K Jan 15, 2023 Common Stock 31.3K Direct F2, F4, F7
transaction NXST Restricted Stock Units Options Exercise $0 -83.3K -24.1% $0.00 263K Jan 15, 2023 Common Stock 83.3K Direct F2, F4, F8
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The 975,956 shares of common stock owned by PS Sook Ltd., of which Mr. Sook and his spouse are the beneficial owners.
F2 As restricted stock units ("RSUs") vest, they are converted into shares of Common Stock on a one-for-one basis at the vesting date.
F3 62,500 restricted stock units ("RSUs") were awarded on January 14, 2022, which were fully vested on January 15, 2023.
F4 The RSUs and performance-based restricted stock units ("PSUs") have no expiration and are subject to accelerated vesting in the event of termination of the Reporting Person's employment under certain circumstances, including change in control, a reason by the Company other than for cause, or for good reason.
F5 62,500 RSUs were awarded on January 15, 2019, of which 15,625 RSUs vest at each anniversary of the award through January 15, 2023.
F6 62,500 RSUs were awarded on January 15, 2020, of which 20,833 RSUs, 20,834 RSUs and 20,833 RSUs vested on January 15, 2021, January 15, 2022 and January 15, 2023, respectively.
F7 62,500 RSUs were awarded on January 15, 2021, of which 31,250 RSUs vest at each anniversary of the award through January 15, 2023.
F8 83,333 PSUs were awarded on January 15, 2021 and scheduled to fully vest on January 15, 2023, subject to the achievement of pre-established company performance metrics. The Compensation Committee of Nexstar's Board of Directors performed an assessment and determined that the conditions were satisfied, thus, the 83,333 PSUs vested in full on January 15, 2023.