0000950170-24-090915.txt : 20240805 0000950170-24-090915.hdr.sgml : 20240805 20240805165637 ACCESSION NUMBER: 0000950170-24-090915 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20240801 FILED AS OF DATE: 20240805 DATE AS OF CHANGE: 20240805 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SOOK PERRY A CENTRAL INDEX KEY: 0001250261 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-50478 FILM NUMBER: 241175741 MAIL ADDRESS: STREET 1: 545 E. JOHN CARPENTER FREEWAY STREET 2: SUITE 700 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 2024-08-01 0001142417 NEXSTAR MEDIA GROUP, INC. NXST 0001250261 SOOK PERRY A C/O NEXSTAR MEDIA GROUP, INC. 545 E. JOHN CARPENTER FREEWAY, SUITE 700 IRVING TX 75062 true true false false Chief Executive Officer false Common Stock 2024-08-01 4 M false 62500 0 A 699288 D Common Stock 2024-08-01 4 F false 24594 179.88 D 674694 D Common Stock 975956 I PS Sook Ltd. Restricted Stock Units 2024-08-01 4 M false 31250 0 D Common Stock 62500 0 D Each Performance-based restricted stock unit ("PSU") represents the right to receive, following vesting, between 0% and 200% of one share of Nexstar Media Group, Inc.'s ("Nexstar") common stock, subject to the level of achievement of pre-established company performance metrics. 62,500 target PSUs were awarded on August 1, 2022, of which 31,250 PSUs vested on each of August 1, 2023 and August 1, 2024, subject to the achievement of the pre-established company performance metric. The target PSUs assumes 100% vesting but the number of Nexstar common stock that may be earned is between 0% and 200% of the target. The Compensation Committee of Nexstar's Board of Directors performed an assessment and determined that the conditions to receive 200% of the target number of PSUs were satisfied. Thus, the 31,250 target PSUs vested on each of August 1, 2023 and 2024 were each converted into 62,500 of Nexstar common stock. The 975,956 shares of common stock are owned by PS Sook Ltd., of which Mr. Sook and his spouse are the beneficial owners. The 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 Nexstar other than for cause, or for good reason. In the Reporting Person's prior Form 4s, the number of other derivative securities beneficially owned following the reported transaction were included. Going forward, only the number of the derivative securities for which the transaction is being disclosed will be reflected. /s/ Mark Hoyla, Attorney-in-Fact for Perry A. Sook 2024-08-05