News & Events

This amendment to the Initial 8 ‑ K is being filed in accordance with

Results of Operations and Financial Condition. On May 7, 2026, Nexstar Media Group, Inc. issued a press release announcing its financial results for the quarter ended March 31, 2026. A copy of the press release is attached to this Current Report on Form 8-K as Exhibit 99.1 and is incorporated herein by reference.

Other Events. On May 1, 2026, Nexstar Media Group, Inc. issued a press release, a copy of which is attached hereto as Exhibit No. 99.1 and incorporated by reference herein, announcing that its Board of Directors has declared a quarterly cash dividend of $1.86 per share on its outstanding common stock. The dividend is payable on May 29, 2026 to stockholders of record on May 15, 2026.

Creation of a Direct Financial Obligation or an Obligation under an Off Balance Sheet Arrangement of a Registrant. The information set forth in

Entry into a Material Definitive Agreement. On April 2, 2026, Nexstar Media Inc. (the “Issuer”), a wholly owned subsidiary of Nexstar Media Group, Inc. (the “Company”), completed the issuance and sale of $1,725 million in aggregate principal amount of 7.250% Senior Notes due 2034 (the “Unsecured Notes”) in a private offering that is exempt from registration under the Securities Act of 1933, as amended (the “Securities Act”). The Unsecured Notes were issued pursuant to an indenture, dated as o…

Termination of a Material Definitive Agreement. On March 24, 2026, NMI redeemed all of the outstanding principal amount of TEGNA’s 4.625% Senior Notes due 2028 (the “TEGNA 2028 Notes”) with proceeds from delayed draw borrowings under the Bridge Facility. Following such redemption, no amount of notes remained outstanding under the indenture governing the TEGNA 2028 Notes. On March 25, 2026, NMI (i) repaid all of the borrowings outstanding under the Bridge Facility with proceeds from the issuan…

Entry into a Material Definitive Agreement. Secured Notes On March 25, 2026, Nexstar Media Inc. (the “Issuer” or “NMI”), a wholly owned subsidiary of Nexstar Media Group, Inc. (the “Company”), completed the issuance and sale of $3,390 million in aggregate principal amount of 6.500% Senior Secured Notes due 2033 (the “Secured Notes”) in a private offering that is exempt from registration under the Securities Act of 1933, as amended (the “Securities Act”). The Secured Notes were issued pursuant…

Creation of a Direct Financial Obligation or an Obligation under an Off Balance Sheet Arrangement of a Registrant. On March 24, 2026, NMI incurred approximately $1,000 million of delayed draw borrowings under the Bridge Facility to fund the redemption of all of TEGNA’s 4.625% Senior Notes due 2028 at a redemption price equal to 100% of the principal amount thereof, plus accrued and unpaid interest to, but excluding, the redemption date. The information set forth in

Entry into a Material Definitive Agreement. Bridge Loan Credit Agreement On the Closing Date, in connection with the consummation of the Merger, NMI entered into a credit agreement, dated as of March 19, 2026, by and among NMI, as the borrower, Bank of America, N.A. (“BofA”), as the administrative agent and the collateral agent, and the financial institutions from time to time party thereto (the “Bridge Credit Agreement”), pursuant to which NMI established a senior first lien secured increasi…

Regulation FD Disclosure. TEGNA Acquisition Closing On March 19, 2026, Nexstar issued a press release announcing the completion of the Merger. A copy of the press release is attached hereto as Exhibit 99.1 to this Current Report and incorporated herein by reference. Tender Offer of TEGNA Senior Notes due 2029 In connection with the previously announced tender offer and consent solicitation related to TEGNA’s 5.000% Senior Notes due 2029 (the “TEGNA 2029 Notes”) commenced by NMI on March 5, 20…

Creation of a Direct Financial Obligation or an Obligation under an Off Balance Sheet Arrangement of a Registrant. The information set forth in

by reference, on March 19, 2026, the Company completed its previously announced acquisition of TEGNA pursuant to the Merger Agreement. Pursuant to the terms of the Merger Agreement, at the effective time of the Merger (the “Effective Time”), each share of common stock, par value $1.00 per share, of TEGNA (the “TEGNA Common Stock”) issued and outstanding as of immediately prior to the Effective Time (other than (i) any shares of TEGNA Common Stock owned by Nexstar or owned or held in treasury…

Regulation FD Disclosure. Nexstar Notes Offering On March 20, 2026, Nexstar Media Group, Inc. announced that Nexstar Media Inc., its wholly-owned subsidiary (“NMI”), intends to offer, subject to market and other customary conditions, $3,390 million in aggregate principal amount of new senior secured notes due 2033 (the “Secured Notes”) and $1,725 million in aggregate principal amount of new senior unsecured notes due 2034 (the “Unsecured Notes” and, together with the Secured Notes, the “Notes…

Results of Operations and Financial Condition. On February 26, 2026, Nexstar Media Group, Inc. issued a press release announcing its financial results for the quarter ended December 31, 2025. A copy of the press release is attached to this Current Report on Form 8-K as Exhibit 99.1 and is incorporated herein by reference.

Other Events. On January 30, 2026, Nexstar Media Group, Inc. issued a press release, a copy of which is attached hereto as Exhibit No. 99.1 and incorporated by reference herein, announcing that its Board of Directors has declared a quarterly cash dividend of $1.86 per share on its outstanding common stock. The dividend is payable on February 27, 2026 to stockholders of record on February 13, 2026.