Additional Proxy Soliciting Materials (definitive) (defa14a)

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. 2)

Filed by the Registrant ☒

Filed by a Party other than the Registrant ☐

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☐	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)

N/A

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

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Nexstar Media Group, Inc.

Supplement to Amended Proxy Statement

On or about May 8, 2017, Nexstar Media Group, Inc. (the “Company”) mailed proxy materials to stockholders who held the Company’s common stock as of April 25, 2017, including a Notice of Annual Meeting of Stockholders and Amended Proxy Statement, for the 2017 Annual Meeting of Stockholders, that is to be held on Thursday, June 8, 2017, at 10:00 a.m., Central Daylight Time, for the purposes set forth in the Amended Proxy Statement.

The Company is filing this supplement to the Amended Proxy Statement to clarify the Company’s disclosure regarding board of directors and committee meeting attendance contained on page 12 of the Company’s Amended Proxy Statement filed with the Securities and Exchange Commission on May 8, 2017 relating to the Company’s 2017 Annual Meeting of Stockholders.

The Company wishes to clarify that in 2016, each incumbent director attended at least 75% of the aggregate of the total number of meetings of the Company’s board of directors and the total number of meetings of all committees thereof in which such director served. For the avoidance of doubt, each incumbent director met the 75% attendance thresholds during 2016.

* * * * *

Except as supplemented by the information contained in this supplement, all information set forth in the Amended Proxy Statement remains accurate in all material respects and should be considered in casting your vote by proxy or at the 2017 Annual Meeting.

This supplement does not change the proposals to be acted upon at the 2017 Annual Meeting, which are described in the Amended Proxy Statement.

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