Nexstar Media Group shareholders approve all proposals at 2026 annual shareholder meeting

At its 2026 annual shareholder meeting held on June 16, Nexstar Media Group (NASDAQ: NXST) reported that all proposals put forward by management received shareholder approval. The proposals included the election of nine directors, an advisory vote on executive compensation, ratification of PricewaterhouseCoopers LLP as the independent auditor, and 2026 Long-Term Omnibus Incentive Plan.

The election of directors proceeded without opposition, with all nine nominees receiving the necessary votes for election. Perry A. Sook, who has served as the company’s chairman and CEO for over 30 years, was among those re-elected.

The advisory vote on executive compensation, commonly referred to as a “say-on-pay” vote, also passed with strong support. Shareholders endorsed the company’s executive compensation structure, which includes performance-based incentives tied to metrics such as Adjusted EBITDA, Net Revenue, and Relative TSR.

Shareholders ratified PricewaterhouseCoopers LLP appointment. Additionally, the 2026 Long-Term Omnibus Incentive Plan was approved, authorizing 2,300,000 new shares for equity awards and allowing for the rollover of up to 202,174 unused shares from the 2019 Plan. The plan includes investor-friendly features such as no evergreen provision, double-trigger acceleration, and clawback provisions.

The meeting followed a broader shareholder engagement period, during which the Communications Workers of America (CWA) and other stakeholders raised concerns about governance practices and the company’s merger strategy. Despite these concerns, all management proposals were approved, reflecting a largely supportive shareholder response to the company’s governance and strategic direction.