Gray Media (NYSE: GTN) awards 30,741-share stock grant to director

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

BOGER RICHARD LEE reported acquisition or exercise transactions in this Form 4 filing.

GRAY MEDIA, INC director Richard Lee Boger received a grant of 30,741 shares of Common Stock as restricted stock at $0.00 per share. The award vests in full on April 30, 2027. Following this grant, he directly holds 92,084 Common shares, plus separate Class A holdings, including 6,591 shares held directly and 2,092 shares held indirectly as custodian for grandchildren.

Insider Trade Summary

3 transactions reported

Mixed 3 txns

Insider BOGER RICHARD LEE

Role null

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	30,741	$0.00	--
holding	Class A Common Stock	--	--	--
holding	Class A Common Stock	--	--	--

Holdings After Transaction: Common Stock — 92,084 shares (Direct, null); Class A Common Stock — 6,591 shares (Direct, null); Class A Common Stock — 2,092 shares (Indirect, Custodian for Grandchildren)

Footnotes (1)

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Key Figures

Restricted stock grant: 30,741 shares Grant price: $0.00 per share Vesting date: April 30, 2027 +3 more

6 metrics

Restricted stock grant 30,741 shares Grant of Common Stock to director on May 6, 2026

Grant price $0.00 per share Restricted stock award exercise/issue price

Vesting date April 30, 2027 Restricted stock vests in full on this date

Direct Common holdings after grant 92,084 shares Total Common Stock directly owned following grant

Direct Class A holdings 6,591 shares Class A Common Stock held directly

Indirect Class A holdings 2,092 shares Class A Common Stock held as custodian for grandchildren

Key Terms

restricted stock, Class A Common Stock, indirect ownership, grant, award, or other acquisition, +1 more

5 terms

restricted stock financial

"Represents a grant of restricted stock, which vests in full on April 30, 2027."

Shares granted to an individual that carry limits on transfer or sale until certain conditions are met, such as staying with the company for a set time or hitting performance targets. Think of them as a locked gift that gradually opens; for investors they matter because they affect how many shares may enter the market later, signal management incentives and potential dilution, and reveal confidence in future company performance.

Class A Common Stock financial

"security_title": "Class A Common Stock""

Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.

indirect ownership financial

""direct_or_indirect": "I","nature_of_ownership": "Custodian for Grandchildren""

grant, award, or other acquisition financial

""transaction_code_description": "Grant, award, or other acquisition""

Form 4 regulatory

"INSIDER FILING DATA (Form 4):"

Form 4 is a official document that company insiders, such as executives or major shareholders, file with regulators whenever they buy or sell company shares. It provides transparency about how those with inside knowledge are trading, helping investors see if insiders are confident in the company's prospects or may be selling for personal reasons. This information can influence investor decisions by revealing insiders' perspectives on the company's value.

Form 4 Insider Transactions: What Each Field Means →

05/08/2026 - 07:00 PM

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

BOGER RICHARD LEE

(Last)

(First)

(Middle)

4370 PEACHTREE ROAD NE

SUITE 400

(Street)

ATLANTA

GEORGIA

30319

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
GRAY MEDIA, INC [ GTN ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/06/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	05/06/2026		A		30,741⁽¹⁾	A	$0	92,084	D
Class A Common Stock								6,591	D
Class A Common Stock								2,092	I	Custodian for Grandchildren

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Represents a grant of restricted stock, which vests in full on April 30, 2027.

	/s/ Ginger Davis by Power of Attorney	05/08/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did GTN director Richard Lee Boger report?

Director Richard Lee Boger reported receiving a grant of 30,741 shares of Gray Media Common Stock as restricted stock. The grant was awarded at $0.00 per share and represents equity-based compensation, not an open-market purchase or sale of shares.

When do Richard Lee Boger’s new GTN restricted shares vest?

The 30,741 restricted shares granted to Richard Lee Boger vest in full on April 30, 2027. Until vesting, they are subject to forfeiture conditions, after which they become fully owned if the vesting requirements are satisfied.

How many Gray Media (GTN) Common shares does Boger hold after this grant?

After the restricted stock grant, Richard Lee Boger directly holds 92,084 shares of Gray Media Common Stock. This figure reflects his direct ownership position following the award, as reported in the Form 4 insider filing.

What Class A Common Stock holdings does Richard Lee Boger report at GTN?

Richard Lee Boger reports 6,591 shares of Gray Media Class A Common Stock held directly. He also reports 2,092 Class A shares held indirectly as custodian for his grandchildren, showing both direct and indirect interests in the Class A class.

Was the GTN stock grant to Richard Lee Boger an open-market trade?

No. The Form 4 describes the 30,741-share award as a grant of restricted stock at $0.00 per share. This indicates compensation-related equity, not an open-market purchase or sale on a stock exchange.