CEO Robert Pittman was paid $12,971,814 in fiscal year 2025, ↑ up 0.2% from fiscal year 2024, the 55th percentile of its disclosed peer group (SEC filing 0001628280-26-025822 ↗): executive and director compensation, incentive-plan design, equity activity, and governance — every figure in this brief is traceable to its exact location in the company’s SEC filing — the document, the section, the page, and the table, linked directly.
$12,971,814 ↑ Robert Pittman total, FY2025 | 55th CEO pay percentile vs peers | 206:1 CEO-to-median pay ratio | 84.41% Say-on-pay support, latest vote |
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IHRT's next annual pay disclosure, estimated April 17, 2027.est. Filing ↗
| Named executive officer | Salary | Bonus | Stock awards | Option awards | Non-equity incentive | Pension / NQDC | All other | Total |
|---|---|---|---|---|---|---|---|---|
| Robert Pittman | $1,800,000 | $0 | $8,000,002 | $0 | $2,867,400 | $0 | $304,412 | $12,971,814 |
| Chairman and Chief Executive Officer | ||||||||
| Richard Bressler | 1,800,000 | 0 | 8,000,002 | 0 | 2,867,400 | 0 | 124,969 | 12,792,371 |
| President, Chief Operating Officer and Chief Financial Officer | ||||||||
| Michael McGuinness | 925,000 | 0 | 1,000,000 | 0 | 818,625 | 0 | 0 | 2,743,625 |
| Executive Vice President, Finance and Deputy Chief Financial Officer | ||||||||
A dash means the company reported no figure in that column; 0 means it reported zero. Figures are as printed in the filing, without adjustment.
| Named executive officer | FY2025 total | FY2024 total | FY2023 total | Δ FY2024→2025 |
|---|---|---|---|---|
| Robert Pittman | $12,971,814 | $12,948,720 | $13,924,693 | ↑ +23,094 |
| Richard Bressler | 12,792,371 | 12,618,203 | 13,614,745 | ↑ +174,168 |
| Michael McGuinness | 2,743,625 | 3,598,507 | 2,844,831 | ↓ −854,882 |
Prior-year totals as disclosed in the corresponding proxy; deltas are computed values with the derivation shown in the register.
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Each company listed discloses IHRT in its own benchmarking peer group, as disclosed in each company's most recent proxy statement within the last two proxy seasons. Two companies are therefore absent by design: one that named IHRT in an earlier year and no longer does, and one whose own most recent disclosure is older than the last two seasons.
One page per officer: the same table above, read for one person at a time — his own figure and every fiscal year the register holds.
| Executive | Role | FY2025 total |
|---|---|---|
| Richard Bressler | President | $12,792,371 |
| Robert Pittman | CEO | $12,971,814 |
| Michael McGuinness | CFO | $2,743,625 |
One page per director: the seat, the committees and the fee table, read for one person at a time.
| Director | Role | FY2025 total |
|---|---|---|
| Brad Gerstner | Former director (through FY2025) | $12,500 |
| Cheryl Mills | Independent Director | $330,000 |
| Graciela Monteagudo | Independent Director | $315,000 |
| James A. Rasulo | Independent Director | $392,500 |
| Kamakshi Sivaramakrishnan | Independent Director | $312,500 |
| Robert Millard | Independent Director | $288,749 |
| Samuel E. Englebardt | Independent Director | $324,999 |
No insider equity transactions reported since the proxy statement.
| Executive | Award | Grant date | Threshold | Target | Granted | Maximum | Grant-date fair value |
|---|---|---|---|---|---|---|---|
| Michael McGuinness | PSU | 2025-02-20 | — | — | 99,206 | — | — |
| Richard Bressler | RSU | 2025-02-20 | — | — | 375,319 | — | 2,337,702 |
| Richard Bressler | PSU | 2025-02-20 | — | — | 624,681 | — | — |
| Michael McGuinness | RSU | 2025-02-20 | — | — | 114,679 | — | 500,000 |
| Robert Pittman | PSU | 2025-02-20 | — | — | 624,681 | — | — |
| Robert Pittman | RSU | 2025-02-20 | — | — | 375,319 | — | 2,337,702 |
| Named executive officer | Time-vested (RSU) | Performance-vested (PSU) | Options / SARs | % performance-vested |
|---|---|---|---|---|
| Michael McGuinness | $500,000 | $0 | $0 | 0.0% |
| Richard Bressler | 2,337,702 | 0 | 0 | 0.0% |
| Robert Pittman | 2,337,702 | 0 | 0 | 0.0% |
% performance-vested = PSU grant-date fair value ÷ (RSU + PSU + Options), a computed value with the derivation shown in the register.
| Executive | Award | Shares unvested | Exercise price | Market value unvested |
|---|---|---|---|---|
| Richard Bressler | PSU | 3,120,000 | — | $12,979,200 |
| Robert Pittman | PSU | 746,668 | — | 3,106,138 |
| Richard Bressler | PSU | 1,336,984 | — | 5,561,854 |
| Robert Pittman | PSU | 486,619 | — | 2,024,335 |
| Robert Pittman | PSU | 92,343 | — | 384,145 |
| Robert Pittman | PSU | 2,931,412 | — | 12,194,674 |
| Michael McGuinness | PSU | 297,618 | — | 1,238,090 |
| Richard Bressler | PSU | 85,239 | — | 354,596 |
| Robert Pittman | PSU | 3,120,000 | — | 12,979,200 |
| Richard Bressler | PSU | 2,931,412 | — | 12,194,674 |
| Robert Pittman | PSU | 1,336,984 | — | 5,561,854 |
| Robert Pittman | PSU | 1,284,404 | — | 5,343,121 |
| Richard Bressler | PSU | 1,284,404 | — | 5,343,121 |
| Richard Bressler | PSU | 746,668 | — | 3,106,138 |
| Richard Bressler | PSU | 486,619 | — | 2,024,335 |
| Michael McGuinness | PSU | 288,750 | — | 1,201,200 |
| Michael McGuinness | PSU | 60,466 | — | 251,539 |
| Michael McGuinness | PSU | 229,358 | — | 954,130 |
| Michael McGuinness | PSU | 166,130 | — | 691,100 |
| Michael McGuinness | PSU | 116,668 | — | 485,338 |
| Michael McGuinness | Option | 15,600 | 8.98 | — |
| Robert Pittman | Option | 461,500 | 8.98 | — |
| Richard Bressler | Option | 461,500 | 8.98 | — |
The Company's executive compensation program is designed to support iHeartMedia's strategy, reinforce accountability, and align the interests of executives with those of long-term stockholders, while retaining proven leadership and maintaining a rigorous pay-for-performance program.
| CEO STI target (% of salary) | — |
|---|---|
| CEO LTI target (% of salary) | — |
| Independent consultant | FW Cook |
| Clawback policy | true |
| Anti-hedging | true |
| Anti-pledging | true |
| Meeting year | Meeting date | For | Against | Abstain | Support | Outcome |
|---|---|---|---|---|---|---|
| 2026 | 2026-06-04 | 83,318,864 | 15,393,581 | 750,265 | 84.41% | Passed |
| 2025 | 2025-05-13 | 68,566,011 | 25,004,190 | 15,844 | 73.28% | Passed |
Rows are labeled by annual-meeting year, with the meeting date beside each; the vote held in a given year acts on the prior fiscal year's compensation.
| Meeting year | Meeting date | Approval — company's computation |
|---|---|---|
| 2026 | 2026-06-04 | 84.41%a |
| 2025 | 2025-05-13 | 73.28%b |
a. Approved under the standard stated in the filing — “3: To approve, on an advisory (non-binding) basis, the compensation of our named executive officers Majority of votes cast Abstentions and broker non-votes will have no effect.”.
b. Approved under the standard stated in the filing — “3: To approve, on an advisory (non-binding) basis, the compensation of our named executive officers Majority of votes cast Abstentions and broker non-votes will have no effect.”.
Approval percentages are the company's own reported computations under its own stated standard, not recomputed by Velarion. Where a company does not state a standard, none is assumed.
| Ratio (CEO : median employee) | 206 : 1 |
|---|---|
| CEO total compensation | $13,924,693 |
| Median employee compensation | $67,449 |
| Director | Cash fees | Stock awards | Option awards | Non-equity incentive | All other | Total |
|---|---|---|---|---|---|---|
| James A. RasuloIndependent | $242,500 | $150,000 | — | — | $0 | $392,500 |
| Cheryl MillsIndependent | 180,000 | 150,000 | — | — | 0 | 330,000 |
| Samuel E. EnglebardtIndependent | 25,000 | 299,999 | — | — | 0 | 324,999 |
| Graciela MonteagudoIndependent | 165,000 | 150,000 | — | — | 0 | 315,000 |
| Kamakshi SivaramakrishnanIndependent | 162,500 | 150,000 | — | — | 0 | 312,500 |
| Robert MillardIndependent | 26,250 | 262,499 | — | — | 0 | 288,749 |
| Brad GerstnerIndependent · Departed during FY | 12,500 | 0 | — | — | 0 | 12,500 |
| Robert W. PittmanEmployee director · Board Chair · Audit · Nominating and Corporate Governance | — | — | — | — | — | 0 |
| Richard J. BresslerEmployee director · Audit · Nominating and Corporate Governance | — | — | — | — | — | 0 |
| Annual cash retainer | $150,000 |
|---|---|
| Annual equity retainer | $150,000 |
| Per board meeting fee | — |
| Committee chair fees (audit / comp / nom-gov) | 25,000 / 20,000 / 20,000 |
| Stock ownership guideline | $500,000 |
| Component | FY2025 |
|---|---|
| Cash retainers and fees | $813,750 |
| Equity awards (grant-date value) | $1,162,498 |
| All other compensation | $0 |
| Total cost of the board | $1,976,248 |
Computed as the sum of the director compensation table rows above; inputs and formula shown in the register.
The compensation peer group as the company disclosed it in its own proxy — the reference set behind the percentile above.
Of the companies iHeartMedia names as compensation peers, which name it back in their own disclosed peer groups. A peer set the market reciprocates reads differently from one selected in a single direction.
Reciprocity shown where the peer's own current proxy has been read — each mark is cited in the register to that peer's filing. A dash means the peer's current proxy was read and names no reciprocal group including iHeartMedia.
Most recent fiscal-year chief executive compensation at each disclosed peer, taken from that company's own proxy statement.
| Rank | Company | FY | Chief executive | Salary | Stock awards | Option awards | Non-equity incentive | Total |
|---|---|---|---|---|---|---|---|---|
| 1 | Nexstar Media Group, Inc. | 2025 | Perry Sook | $3,000,000 | $29,584,405 | $0 | $4,085,072 | $39,509,740 |
| 2 | Live Nation Entertainment, Inc. | 2025 | Michael Rapino | 3,000,000 | 10,000,368 | 0 | 17,372,522 | 32,552,324 |
| 3 | IAC, Inc. | 2025 | Joseph Levin | 273,077 | 0 | 0 | 0 | 17,601,042 |
| 4 | Warner Music Group Corp. | 2025 | Robert Kyncl | 2,000,000 | 10,675,719 | 0 | 0 | 15,909,250 |
| 5 | Sphere Entertainment | 2025 | James Dolan | 230,000 | 0 | 13,027,275 | 378,994 | 14,284,275 |
| 6 | iHeartMedia | 2025 | Robert Pittman | 1,800,000 | 8,000,002 | 0 | 2,867,400 | 12,971,814 |
| 7 | AMC Networks, Inc. | 2025 | Kristin Dolan | 2,000,000 | 4,231,553 | 0 | 6,030,288 | 12,525,644 |
| 8 | Gray Media, Inc. | 2025 | Hilton Howell | 1,531,000 | 6,506,756 | 0 | 3,279,966 | 11,472,138 |
| 9 | Sinclair Broadcast Group, Inc. | 2025 | Christopher Ripley | 1,000,000 | 6,761,543 | 0 | 2,079,652 | 10,824,228 |
| 10 | Sirius XM Holdings, Inc. | 2025 | Jennifer Witz | 2,000,000 | 0 | 0 | 6,000,000 | 8,012,795 |
| 11 | The E.W. Scripps Company | 2025 | Adam Symson | 1,350,000 | 3,945,077 | 0 | 1,792,125 | 7,239,619 |
| 12 | TEGNA, Inc. | 2024 | Michael Steib | 392,308 | 6,000,000 | 0 | 0 | 6,977,504 |
Each peer's compensation is from its most recently filed proxy; fiscal years differ by company. Each peer's figures come from its own filings; the subject company is highlighted. Peers whose chief executive compensation is outside our coverage universe are stated as such, never left blank.
| Company | Annual incentive payout | Long-term vehicle mix | PSU measures include TSR | Compensation consultant |
|---|---|---|---|---|
| iHeartMedia | not disclosed | not disclosed | not disclosed | FW Cook |
| AMC Networks, Inc. | 101% | not disclosed | No | ClearBridge |
| Gray Media, Inc. | 215% | PSU 50 · RSU 50 | No | Meridian Compensation Partners, LLC |
| IAC, Inc. | not disclosed | RSU 100 | not disclosed | Compensia, Inc. |
| Live Nation Entertainment, Inc. | 102% | not disclosed | No | The Croner Company |
| Nexstar Media Group, Inc. | 113% | RSU 50 · PSU 50 | Yes — Relative TSR vs Peer Group | Meridian |
| Sinclair Broadcast Group, Inc. | not disclosed | not disclosed | not disclosed | not disclosed |
| Sirius XM Holdings, Inc. | 102% | not disclosed | No | Meridian Compensation Partners, LLC |
| Sphere Entertainment | 123.33% | not disclosed | No | ClearBridge Compensation Group LLC |
| TEGNA, Inc. | not disclosed | PSU 55 · RSU 45 | No | Meridian Compensation Partners, LLC |
| The E.W. Scripps Company | 88.5% | PSU 60 · RSU 40 | No | Korn Ferry |
| Warner Music Group Corp. | 107% | RSU 68 · PSU 32 | No | Frederic W. Cook & Co. |
Read from each company's Compensation Discussion and Analysis: annual incentive payout as a percentage of target, the disclosed long-term vehicle mix, whether performance-share measures include a total shareholder return component, and the retained compensation consultant. “Not disclosed” appears only where the company's filing does not state the item.
Answers are drawn only from the figures disclosed in this brief and cited to their location in the source filing. Where a figure required for an answer is not disclosed, that is stated rather than estimated.
Each figure's location is given both for the eye (section · page · table · row · column) and for a script (table/row/column index and exact character span in the filed document). Any figure can be independently confirmed against the source.
| # | Supports | Document | Filed | Accession | Location in document |
|---|---|---|---|---|---|
| 1 | Section 01, Robert Pittman | DEF 14A | 2026-04-17 | 0001628280-26-025822 | Section “Summary Compensation Table” · page 49. As printed: 12,971,814. Filing ↗machine: span 747997–748007 |
| 2 | Section 01, Richard Bressler | DEF 14A | 2026-04-17 | 0001628280-26-025822 | Section “Summary Compensation Table” · page 49. As printed: 12,792,371. Filing ↗machine: span 755654–755664 |
| 3 | Section 01, Michael McGuinness | DEF 14A | 2026-04-17 | 0001628280-26-025822 | Section “Summary Compensation Table” · page 49. As printed: 2,743,625. Filing ↗machine: span 763484–763493 |
| 4 | Section 03, Michael McGuinness PSU | DEF 14A | 2026-04-17 | 0001628280-26-025822 | Section “Executive Compensation” · grants of plan-based awards table. Filing ↗ |
| 5 | Section 03, Richard Bressler RSU | DEF 14A | 2026-04-17 | 0001628280-26-025822 | Section “Executive Compensation” · grants of plan-based awards table. Filing ↗ |
| 6 | Section 03, Richard Bressler PSU | DEF 14A | 2026-04-17 | 0001628280-26-025822 | Section “Executive Compensation” · grants of plan-based awards table. Filing ↗ |
| 7 | Section 03, Michael McGuinness RSU | DEF 14A | 2026-04-17 | 0001628280-26-025822 | Section “Executive Compensation” · grants of plan-based awards table. Filing ↗ |
| 8 | Section 03, Robert Pittman PSU | DEF 14A | 2026-04-17 | 0001628280-26-025822 | Section “Executive Compensation” · grants of plan-based awards table. Filing ↗ |
| 9 | Section 03, Robert Pittman RSU | DEF 14A | 2026-04-17 | 0001628280-26-025822 | Section “Executive Compensation” · grants of plan-based awards table. Filing ↗ |
| 10 | Section 07, pay ratio | DEF 14A | 2024-04-25 | 0001400891-24-000016 | Section “CEO Pay Ratio”. As printed: 206 : 1. Filing ↗ |
| 11 | Section 08, James A. Rasulo | DEF 14A | 2026-04-17 | 0001628280-26-025822 | Section “Director Compensation”. As printed: 392,500. Filing ↗machine: span 1001440–1001704 |
| 12 | Section 08, Cheryl Mills | DEF 14A | 2026-04-17 | 0001628280-26-025822 | Section “Director Compensation”. As printed: 330,000. Filing ↗machine: span 997511–997775 |
| 13 | Section 08, Samuel E. Englebardt | DEF 14A | 2026-04-17 | 0001628280-26-025822 | Section “Director Compensation”. As printed: 324,999. Filing ↗machine: span 991919–992045 |
| 14 | Section 08, Graciela Monteagudo | DEF 14A | 2026-04-17 | 0001628280-26-025822 | Section “Director Compensation”. As printed: 315,000. Filing ↗machine: span 999561–999850 |
| 15 | Section 08, Kamakshi Sivaramakrishnan | DEF 14A | 2026-04-17 | 0001628280-26-025822 | Section “Director Compensation”. As printed: 312,500. Filing ↗machine: span 1003662–1003980 |
| 16 | Section 08, Robert Millard | DEF 14A | 2026-04-17 | 0001628280-26-025822 | Section “Director Compensation”. As printed: 288,749. Filing ↗machine: span 995635–995924 |
| 17 | Section 08, Brad Gerstner | DEF 14A | 2026-04-17 | 0001628280-26-025822 | Section “Director Compensation”. As printed: 12,500. Filing ↗ |
| 18 | Section 08, Robert W. Pittman | DEF 14A | 2026-04-17 | 0001628280-26-025822 | Section “Director Compensation”. As printed: 0. Filing ↗ |
| 19 | Section 08, Richard J. Bressler | DEF 14A | 2026-04-17 | 0001628280-26-025822 | Section “Director Compensation”. As printed: 0. Filing ↗ |
| 20 | Section 06, 2026 vote | Form 8-K | 2026-06-04 | 0001628280-26-040785 | Item 5.07 · say-on-pay result. As reported: 84.41% (votes for as printed: 83,318,864). Filing ↗ |
| 21 | Section 06, 2025 vote | Form 8-K | 2025-05-19 | 0001400891-25-000037 | Item 5.07 · say-on-pay result. As reported: 73.28% (votes for as printed: 68,566,011). Filing ↗ |
| 22 | Section 01 trend, Δ column (computed) | Computed | — | — | Δ = current-FY total − prior-FY total per named officer.machine: formula: Δ = FY(n) − FY(n−1) |
| 23 | Section 03b vehicle mix (computed) | Computed | — | — | RSU / PSU / Options grant-date fair values summed per officer from the grants table; % performance-vested = PSU ÷ (RSU+PSU+Options).machine: formula: sums + PSU ratio |
| 24 | Section 09b board cost (computed) | Computed | — | — | Cash 813,750 + equity 1,162,498 + all other 0 = 1,976,248, summed across the director compensation table rows.machine: formula: Σ = 1,976,248 |
| 25 | Nexstar Media Group, Inc., Section 10b CEO total | DEF 14A | 2026-04-30 | 0001142417-26-000016 | CEO total compensation as printed in Nexstar Media Group, Inc.'s own proxy. As printed: 39,509,740. Filing ↗machine: r2 · c14 · span 1843852–1843863 |
| 26 | Live Nation Entertainment, Inc., Section 10b CEO total | DEF 14A | 2026-04-24 | 0001193125-26-174146 | CEO total compensation as printed in Live Nation Entertainment, Inc.'s own proxy. As printed: 32,552,324. Filing ↗machine: r2 · c31 · span 714411–714421 |
| 27 | IAC, Inc., Section 10b CEO total | DEF 14A | 2026-06-01 | 0001193125-26-251426 | CEO total compensation as printed in IAC, Inc.'s own proxy. As printed: 17,601,042. Filing ↗machine: t87 · r8 · c29 · span 1013325–1013335 |
| 28 | Warner Music Group Corp., Section 10b CEO total | DEF 14A | 2026-01-20 | 0001140361-26-001664 | CEO total compensation as printed in Warner Music Group Corp.'s own proxy. As printed: 15,909,250. Filing ↗machine: r2 · c24 · span 494670–494681 |
| 29 | Sphere Entertainment, Section 10b CEO total | DEF 14A | 2026-04-28 | 0001628280-26-027969 | CEO total compensation as printed in Sphere Entertainment's own proxy. As printed: 14,284,275. Filing ↗machine: t77 · r3 · c25 · span 804469–804479 |
| 30 | iHeartMedia (subject), Section 10b CEO total | DEF 14A | 2026-04-17 | 0001628280-26-025822 | CEO total compensation as printed in iHeartMedia's own proxy. As printed: 12,971,814. Filing ↗machine: span 747997–748007 |
| 31 | AMC Networks, Inc., Section 10b CEO total | DEF 14A | 2026-04-30 | 0001193125-26-194208 | CEO total compensation as printed in AMC Networks, Inc.'s own proxy. As printed: 12,525,644. Filing ↗machine: r2 · c34 · span 747957–747967 |
| 32 | Gray Media, Inc., Section 10b CEO total | DEF 14A | 2026-03-26 | 0001437749-26-009956 | CEO total compensation as printed in Gray Media, Inc.'s own proxy. As printed: 11,472,138. Filing ↗machine: r1 · c29 · span 472302–472312 |
| 33 | Sinclair Broadcast Group, Inc., Section 10b CEO total | DEF 14A | 2026-04-23 | 0001971213-26-000017 | CEO total compensation as printed in Sinclair Broadcast Group, Inc.'s own proxy. As printed: 10,824,228. Filing ↗machine: r5 · c36 · span 517565–517575 |
| 34 | Sirius XM Holdings, Inc., Section 10b CEO total | DEF 14A | 2026-04-10 | 0001104659-26-041777 | CEO total compensation as printed in Sirius XM Holdings, Inc.'s own proxy. As printed: 8,012,795. Filing ↗machine: r2 · c53 · span 986498–986507 |
| 35 | The E.W. Scripps Company, Section 10b CEO total | DEF 14A | 2026-03-20 | 0001193125-26-116733 | CEO total compensation as printed in The E.W. Scripps Company's own proxy. As printed: 7,239,619. Filing ↗machine: t83 · r4 · c16 · span 1340909–1340918 |
| 36 | TEGNA, Inc., Section 10b CEO total | DEF 14A | 2025-04-08 | 0001104659-25-033034 | CEO total compensation as printed in TEGNA, Inc.'s own proxy. As printed: 6,977,504. Filing ↗machine: r1 · c42 · span 1209718–1209727 |
| 37 | Section 10a, Sinclair Broadcast Group, Inc. reciprocity | DEF 14A | — | 0001971213-26-000017 | Sinclair Broadcast Group, Inc. names iHeartMedia in its own disclosed peer group (read from its most recent proxy). Filing ↗ |
| 38 | Section 10a, Live Nation Entertainment, Inc. reciprocity | DEF 14A | — | 0001193125-26-174146 | Live Nation Entertainment, Inc.'s most recent proxy was read; its disclosed peer group does not include iHeartMedia. Filing ↗ |
| 39 | Section 10a, Sirius XM Holdings, Inc. reciprocity | DEF 14A | — | 0001104659-26-041777 | Sirius XM Holdings, Inc.'s most recent proxy was read; its disclosed peer group does not include iHeartMedia. Filing ↗ |
| 40 | Section 10a, Gray Media, Inc. reciprocity | DEF 14A | — | 0001437749-26-009956 | Gray Media, Inc. names iHeartMedia in its own disclosed peer group (read from its most recent proxy). Filing ↗ |
| 41 | Section 10a, Nexstar Media Group, Inc. reciprocity | DEF 14A | — | 0001142417-26-000016 | Nexstar Media Group, Inc. names iHeartMedia in its own disclosed peer group (read from its most recent proxy). Filing ↗ |
| 42 | Section 10a, Warner Music Group Corp. reciprocity | DEF 14A | — | 0001140361-25-001453 | Warner Music Group Corp.'s most recent proxy was read; its disclosed peer group does not include iHeartMedia. Filing ↗ |