Nexstar Media Group, Inc. Files Definitive Proxy Statement

Ticker: NXST · Form: DEF 14A · Filed: Apr 29, 2024 · CIK: 1142417

Sentiment: neutral

Topics: DEF 14A, Nexstar Media Group, Proxy Statement, Executive Compensation, Corporate Governance

TL;DR

<b>Nexstar Media Group, Inc. has filed its Definitive Proxy Statement detailing executive compensation and corporate governance.</b>

AI Summary

NEXSTAR MEDIA GROUP, INC. (NXST) filed a Proxy Statement (DEF 14A) with the SEC on April 29, 2024. Nexstar Media Group, Inc. filed a Definitive Proxy Statement (DEF 14A) on April 29, 2024. The filing pertains to the company's corporate governance and executive compensation. The company's principal executive offices are located at 545 East John Carpenter Freeway, Suite 700, Irving, TX 75062. The filing includes details on equity awards made and vested during the applicable years for both PEO and Non-PEO members. The fiscal year end for Nexstar Media Group, Inc. is December 31.

Why It Matters

For investors and stakeholders tracking NEXSTAR MEDIA GROUP, INC., this filing contains several important signals. This filing provides shareholders with crucial information regarding executive compensation packages, allowing them to make informed voting decisions on matters presented at the annual meeting. The DEF 14A filing is a standard requirement for publicly traded companies, ensuring transparency in their operations and executive remuneration practices.

Risk Assessment

Risk Level: low — NEXSTAR MEDIA GROUP, INC. shows low risk based on this filing. The filing is a routine DEF 14A, indicating standard disclosure practices rather than immediate material events.

Analyst Insight

Review the executive compensation details and any shareholder proposals within the DEF 14A to understand potential impacts on corporate governance and shareholder value.

Key Numbers

Key Players & Entities

FAQ

When did NEXSTAR MEDIA GROUP, INC. file this DEF 14A?

NEXSTAR MEDIA GROUP, INC. filed this Proxy Statement (DEF 14A) with the SEC on April 29, 2024.

What is a DEF 14A filing?

A DEF 14A is a definitive proxy statement sent to shareholders before annual meetings, covering executive compensation, board nominations, and shareholder votes. This particular DEF 14A was filed by NEXSTAR MEDIA GROUP, INC. (NXST).

Where can I read the original DEF 14A filing from NEXSTAR MEDIA GROUP, INC.?

You can access the original filing directly on the SEC's EDGAR system. The filing is publicly available and includes all exhibits and attachments submitted by NEXSTAR MEDIA GROUP, INC..

What are the key takeaways from NEXSTAR MEDIA GROUP, INC.'s DEF 14A?

NEXSTAR MEDIA GROUP, INC. filed this DEF 14A on April 29, 2024. Key takeaways: Nexstar Media Group, Inc. filed a Definitive Proxy Statement (DEF 14A) on April 29, 2024.. The filing pertains to the company's corporate governance and executive compensation.. The company's principal executive offices are located at 545 East John Carpenter Freeway, Suite 700, Irving, TX 75062..

Is NEXSTAR MEDIA GROUP, INC. a risky investment based on this filing?

Based on this DEF 14A, NEXSTAR MEDIA GROUP, INC. presents a relatively low-risk profile. The filing is a routine DEF 14A, indicating standard disclosure practices rather than immediate material events.

What should investors do after reading NEXSTAR MEDIA GROUP, INC.'s DEF 14A?

Review the executive compensation details and any shareholder proposals within the DEF 14A to understand potential impacts on corporate governance and shareholder value. The overall sentiment from this filing is neutral.

How does NEXSTAR MEDIA GROUP, INC. compare to its industry peers?

Nexstar Media Group, Inc. operates in the television broadcasting stations industry.

Are there regulatory concerns for NEXSTAR MEDIA GROUP, INC.?

The DEF 14A filing is a requirement under the Securities Exchange Act of 1934, mandating public companies to disclose information related to shareholder meetings and executive compensation.

Industry Context

Nexstar Media Group, Inc. operates in the television broadcasting stations industry.

Regulatory Implications

The DEF 14A filing is a requirement under the Securities Exchange Act of 1934, mandating public companies to disclose information related to shareholder meetings and executive compensation.

What Investors Should Do

  1. Analyze the executive compensation breakdown for key executives.
  2. Review any shareholder proposals and management's recommendations.
  3. Note the dates and details of equity awards and vesting schedules.

Key Dates

Year-Over-Year Comparison

This is a routine DEF 14A filing and does not represent a change from previous filings of the same type, which are standard disclosures.

Filing Stats: 4,525 words · 18 min read · ~15 pages · Grade level 13.3 · Accepted 2024-04-29 17:14:10

Key Financial Figures

Filing Documents

From the Filing

DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant Filed by a Party other than the Registrant Check the appropriate box: Preliminary Proxy Statement Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) Definitive Proxy Statement Definitive Additional Materials Soliciting Material Pursuant to 240.14a-12 Nexstar Media Group, Inc. (Name of Registrant as Specified In Its Charter) (Name of Person(s) Filing Proxy Statement, if other than the Registrant) Payment of Filing Fee (Check all boxes that apply): No fee required Fee paid previously with preliminary materials Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11 2024 Annual Meeting of Stockholders Meeting Notice Proxy Statement proxy YOUR VOTE IS IMPORTANT NEXSTAR MEDIA GROUP, INC. NOTICE OF ANNUAL MEETING OF STOCKHOLDERS To Be Held on Tuesday, June 18, 2024 TO THE STOCKHOLDERS OF NEXSTAR MEDIA GROUP, INC.: The 2024 annual meeting of stockholders (the "Annual Meeting") of Nexstar Media Group, Inc. will be held on Tuesday, June 18, 2024, at 10 a.m., Central Daylight Time, in the building's conference center, Suite 120, at the Company's principal executive offices located at 545 E. John Carpenter Freeway, Irving, Texas 75062. The Annual Meeting will be held for the following purposes: 1. To elect the nine nominees for director named in this proxy statement to serve until the 2025 Annual Meeting of Stockholders; 2. To ratify the selection of PricewaterhouseCoopers LLP as our independent registered public accounting firm for the year ending December 31, 2024; 3. To conduct an advisory vote on the compensation of our Named Executive Officers; and 4. To transact any other business which may properly come before the meeting. We are pleased to provide access to our Proxy Statement and related proxy materials over the internet under the U.S. Securities and Exchange Commission's ("SEC") "Notice and Access" rules. We are mailing a Notice of Internet Availability of Proxy Materials (the "Notice") on or about May 2, 2024 to our stockholders of record as of the close of business on April 22, 2024 instead of a paper copy of our Proxy Statement and related proxy materials. Employing this distribution process conserves natural resources and reduces the costs of printing and distributing our proxy materials. Only stockholders of record at that time are entitled to receive notice of or to vote at the Annual Meeting and any adjournment or postponement thereof. The Notice contains instructions on how to access those documents over the Internet and on how to receive our proxy materials in printed form by mail or electronically by email. In addition, the Notice contains instructions on how to receive future proxy materials in printed form by mail or electronically by email on an ongoing basis. If you received our proxy materials by mail, the Notice, Proxy Statement, 2023 Annual Report and proxy card will be enclosed. A list of stockholders entitled to vote at the Annual Meeting will be available for examination by any stockholder who provides proof of ownership on the date of the Annual Meeting during ordinary business hours at 545 E. John Carpenter Freeway, Suite 700, Irving, Texas 75062 and for 10 days prior thereto. IMPORTANT NOTICE REGARDING THE AVAILABILITY OF PROXY MATERIALS FOR THE ANNUAL MEETING TO BE HELD ON JUNE 18, 2024: The Company's Proxy Statement for the Annual Meeting, 2023 Annual Report on Form 10-K and Form of Proxy Card are available at http://www.astproxyportal.com/ast/13194/. Your vote is very important. We encourage you to vote as soon as possible by one of three convenient methods to ensure your shares are represented at the Annual Meeting: (1) accessing the internet site listed on the notice of internet availability of proxy materials or proxy card, (2) calling the toll-free number listed on the notice of internet availability of proxy materials or proxy card, or (3) if you requested and received a paper copy of our proxy materials, signing, dating and returning the proxy card you received in the enclosed postage-paid envelope. You may also vote in person at the Annual Meeting. Any proxy you give will not be counted if you attend the Annual Meeting and cast your vote during the meeting. By Order of the Board of Directors /s/ Elizabeth Ryder Elizabeth Ryder Secretary April 29, 2024 PROXY STATEMENT TABLE OF CONTENTS Voting Matters 1 Defining the Market—Benchmarking 39 Compensation Risk Considerations 40 Proposal 1 - Election of Directors 3 Determination of Compensation 41 Key Metrics Used for Performance Measures 41 Proposal 2 - Ratification of the Selection of Independent Registered Public Accounting

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