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Filing Details

Accession Number:: 0001209191-22-003652
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2022-01-19 12:23:49
Reporting Period:: 2022-01-14

Accepted Time:: 2022-01-19 12:23:49
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1142417	Nexstar Media Group Inc.	NXST	Television Broadcasting Stations (4833)	233083125

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1250261	A Perry Sook	C/O Nexstar Media Group, Inc. 545 E. John Carpenter Freeway, Suite 700 Irving TX 75062	Chief Executive Officer	Yes	Yes	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Class A Common Stock	Acquisiton	2022-01-14	352,703	$9.60	680,879	No	4	M	Direct
Class A Common Stock	Disposition	2022-01-14	352,703	$170.10	328,176	No	4	S	Direct
Class A Common Stock	Acquisiton	2022-01-15	15,625	$165.19	343,801	No	4	M	Direct
Class A Common Stock	Disposition	2022-01-15	6,148	$165.19	337,653	No	4	F	Direct
Class A Common Stock	Acquisiton	2022-01-15	20,834	$165.19	358,487	No	4	M	Direct
Class A Common Stock	Disposition	2022-01-15	8,199	$165.19	350,288	No	4	F	Direct
Class A Common Stock	Acquisiton	2022-01-15	83,333	$165.19	433,621	No	4	M	Direct
Class A Common Stock	Disposition	2022-01-15	32,792	$165.19	400,829	No	4	F	Direct
Class A Common Stock	Acquisiton	2022-01-15	31,250	$165.19	432,079	No	4	M	Direct
Class A Common Stock	Disposition	2022-01-15	12,297	$165.19	419,782	No	4	F	Direct
Class A Common Stock	Acquisiton	2022-01-14	0	$0.00	975,956	No	4	M	Indirect	PS Sook Ltd.

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	M	Direct
No	4	S	Direct
No	4	M	Direct
No	4	F	Direct
No	4	M	Direct
No	4	F	Direct
No	4	M	Direct
No	4	F	Direct
No	4	M	Direct
No	4	F	Direct
No	4	M	Indirect	PS Sook Ltd.

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Class A Common Stock	Stock options	Disposition	2022-01-14	352,703	$0.00	352,703	$9.60
Class A Common Stock	Restricted Stock Units	Acquisiton	2022-01-14	62,500	$0.00	62,500	$0.00
Class A Common Stock	Restricted Stock Units	Disposition	2022-01-15	15,625	$0.00	15,625	$0.00
Class A Common Stock	Restricted Stock Units	Disposition	2022-01-15	20,834	$0.00	20,834	$0.00
Class A Common Stock	Restricted Stock Units	Disposition	2022-01-15	83,333	$0.00	83,333	$0.00
Class A Common Stock	Restricted Stock Units	Disposition	2022-01-15	31,250	$0.00	31,250	$0.00

Remaning Holdings	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
521,303	2022-09-11	No	4	M	Direct
583,803		No	4	A	Direct
568,178		No	4	M	Direct
547,344		No	4	M	Direct
464,011		No	4	M	Direct
432,761		No	4	M	Direct

Footnotes

Sold by Mr. Sook pursuant to a plan of disposition adopted in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934.
The 975,956 shares of common stock owned by PS Sook Ltd., of which Mr. Sook and his spouse are the beneficial owners.
400,000 options were granted on September 11, 2012. These options became exercisable in 100,000 increments each anniversary of the grant date for four years. All options are fully vested as of September 11, 2016.
62,500 restricted stock units ("RSUs") were awarded on January 14, 2022, which will fully vest on January 15, 2023.
The RSUs have no expiration. However, all unvested portion of RSUs shall be forfeited and cancelled should the awardee's employment terminate for any reason other than a company change of control.
As restricted stock units ("RSUs") vest, they are converted into shares of Class A Common Stock on a one-for-one basis at the vesting date.
62,500 RSUs were awarded on January 15, 2019, of which 15,625 RSUs equally vest over four years at each anniversary of the award through January 15, 2023.
62,500 RSUs were awarded on January 15, 2020, of which 20,833 RSUs and 20,834 RSUs vested on January 15, 2021 and January 15, 2022 respectively, and 20,833 RSUs will vest on January 15, 2023.
83,333 performance-based RSUs were awarded on January 15, 2020 and scheduled to fully vest on January 15, 2022, 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 performance-based RSUs fully vested on January 15, 2022.
62,500 RSUs were awarded on January 15, 2021, of which 31,250 RSUs vest equally over two years at each anniversary of the award through January 15, 2023.