IHEARTMEDIA, INC., DEF 14A filed on 4/25/2024
Proxy Statement (definitive)
v3.24.1.u1
Cover
 12 Months Ended
Dec. 31, 2023
Document Information [Line Items]  
Document Type DEF 14A
Amendment Flag false
Document Period End Date Dec. 31, 2023
Entity Information [Line Items]  
Entity Registrant Name IHEARTMEDIA, INC.
Entity Central Index Key 0001400891
v3.24.1.u1
Pay vs Performance Disclosure - USD ($)
 12 Months Ended
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Pay vs Performance Disclosure        
Pay vs Performance Disclosure, Table
The following table sets forth information concerning the compensation of our NEOs for each of the fiscal years ended December 31, 2023, 2022, 2021, and 2020 and our financial performance for each such fiscal year:

YearSummary Compensation Table for PEO
Compensation Actually Paid to PEO(a)
Average Summary Compensation Table Total for non-PEO NEOs
Average Compensation Actually Paid to non-PEO NEOs(a)
Value of Initial Fixed $100 Investment Based onNet Income ($000s)
Adjusted EBITDA ($000s)(c)
Total Shareholder Return
Peer Group Total Shareholder Return(b)
2023$13,924,693 $9,699,132 $4,876,819 $3,520,986 $16 $15 $(1,100,339)$696,598 
2022$16,302,333 $(5,160,511)$5,418,525 $(693,539)$36 $17 $(262,670)$950,288 
2021$8,768,653 $19,396,713 $3,060,630 $6,006,398 $124 $59 $(158,389)$811,133 
2020$5,316,640 $2,399,270 $2,008,134 $1,252,530 $77 $52 $(1,915,222)$538,673 
(a) Amounts represent compensation actually paid to our PEO and the average compensation actually paid to our remaining NEOs for the relevant fiscal year, as determined under SEC rules (and described below), which includes the individuals indicated in the table below for each fiscal year: 		     
Company Selected Measure Name Adjusted EBITDA      
Named Executive Officers, Footnote
YearPEONon-PEO NEOs
2023Robert PittmanRichard BresslerMichael McGuinnessJordan FasbenderScott Hamilton
2022Robert PittmanRichard BresslerMichael McGuinnessJordan FasbenderScott Hamilton
2021Robert PittmanRichard BresslerMichael McGuinnessJordan FasbenderScott Hamilton
2020Robert PittmanRichard BresslerMichael McGuinnessPaul McNicolScott Hamilton
      
Peer Group Issuers, Footnote
(b) For the relevant fiscal year, represents the cumulative TSR (the “Peer Group TSR”) comprised of other radio companies including Cumulus Media, Beasley Broadcast Group, and Audacy, Inc. as presented in our 2023 Annual Report on Form 10-K.
      
PEO Total Compensation Amount $ 13,924,693 $ 16,302,333 $ 8,768,653 $ 5,316,640
PEO Actually Paid Compensation Amount $ 9,699,132 (5,160,511) 19,396,713 2,399,270
Adjustment To PEO Compensation, Footnote
Adjustments2023
PEOAverage Non-PEO NEOs
Deduction for Amounts Reported under the “Stock Awards” and “Option Awards” Columns in the Summary Compensation Table for Applicable FY$(8,000,000)$(2,465,092)
Increase based on ASC 718 Fair Value of Awards Granted during Applicable FY that Remain Unvested as of Applicable FY End, determined as of Applicable FY End$7,689,976 $2,369,556 
Increase based on ASC 718 Fair Value of Awards Granted during Applicable FY that Vested during Applicable FY, determined as of Vesting Date— — 
Increase/deduction for Awards Granted during Prior FY that were Outstanding and Unvested as of Applicable FY End, determined based on change in ASC 718 Fair Value from Prior FY End to Applicable FY End$(2,980,086)$(975,524)
Increase/deduction for Awards Granted during Prior FY that Vested During Applicable FY, determined based on change in ASC 718 Fair Value from Prior FY End to Vesting Date$(935,451)$(284,773)
Deduction of ASC 718 Fair Value of Awards Granted during Prior FY that were Forfeited during Applicable FY, determined as of Prior FY End— — 
Increase based on Dividends or Other Earnings Paid during Applicable FY prior to Vesting Date— — 
Increase based on Incremental Fair Value of Options/SARs Modified during Applicable FY— — 
Deduction for Change in the Actuarial Present Values reported under the “Change in Pension Value and Nonqualified Deferred Compensation Earnings” Column of the Summary Compensation Table for Applicable FY— — 
Increase for Service Cost and, if applicable, Prior Service Cost for Pension Plans— — 
Total Adjustments$(4,225,561)$(1,355,833)
      
Non-PEO NEO Average Total Compensation Amount $ 4,876,819 5,418,525 3,060,630 2,008,134
Non-PEO NEO Average Compensation Actually Paid Amount $ 3,520,986 (693,539) 6,006,398 1,252,530
Adjustment to Non-PEO NEO Compensation Footnote
Adjustments2023
PEOAverage Non-PEO NEOs
Deduction for Amounts Reported under the “Stock Awards” and “Option Awards” Columns in the Summary Compensation Table for Applicable FY$(8,000,000)$(2,465,092)
Increase based on ASC 718 Fair Value of Awards Granted during Applicable FY that Remain Unvested as of Applicable FY End, determined as of Applicable FY End$7,689,976 $2,369,556 
Increase based on ASC 718 Fair Value of Awards Granted during Applicable FY that Vested during Applicable FY, determined as of Vesting Date— — 
Increase/deduction for Awards Granted during Prior FY that were Outstanding and Unvested as of Applicable FY End, determined based on change in ASC 718 Fair Value from Prior FY End to Applicable FY End$(2,980,086)$(975,524)
Increase/deduction for Awards Granted during Prior FY that Vested During Applicable FY, determined based on change in ASC 718 Fair Value from Prior FY End to Vesting Date$(935,451)$(284,773)
Deduction of ASC 718 Fair Value of Awards Granted during Prior FY that were Forfeited during Applicable FY, determined as of Prior FY End— — 
Increase based on Dividends or Other Earnings Paid during Applicable FY prior to Vesting Date— — 
Increase based on Incremental Fair Value of Options/SARs Modified during Applicable FY— — 
Deduction for Change in the Actuarial Present Values reported under the “Change in Pension Value and Nonqualified Deferred Compensation Earnings” Column of the Summary Compensation Table for Applicable FY— — 
Increase for Service Cost and, if applicable, Prior Service Cost for Pension Plans— — 
Total Adjustments$(4,225,561)$(1,355,833)
      
Compensation Actually Paid vs. Total Shareholder Return 501      
Compensation Actually Paid vs. Net Income 504      
Compensation Actually Paid vs. Company Selected Measure 505      
Total Shareholder Return Amount $ 16 36 124 77
Peer Group Total Shareholder Return Amount 15 17 59 52
Net Income (Loss) $ (1,100,339) $ (262,670) $ (158,389) $ (1,915,222)
Company Selected Measure Amount 696,598 950,288 811,133 538,673
PEO Name Robert Pittman Robert Pittman Robert Pittman Robert Pittman
PEO | Deduction for Stock and Option Awards [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount $ (8,000,000)      
PEO | Fair Value of Awards Granted during Applicable FY that Remain Unvested as of Applicable FY End [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 7,689,976      
PEO | Fair Value of Awards Granted during Applicable FY that Vested during Applicable FY [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 0      
PEO | Fair Value of Awards Granted during Prior FY that were Outstanding and Unvested as of Applicable FY End [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount (2,980,086)      
PEO | Fair Value of Awards Granted during Prior FY that Vested during Applicable FY [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount (935,451)      
PEO | Fair Value of Awards Granted during Prior FY that were forfeited during Applicable FY [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 0      
PEO | Dividends or Other Earnings Paid during Applicable FY [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 0      
PEO | Incremental Fair Value of Options/SARs Modified [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 0      
PEO | Change in Pension Actuarial Present Values [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 0      
PEO | Pension Service Cost / Prior Service Cost [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 0      
Non-PEO NEO | Deduction for Stock and Option Awards [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount (2,465,092)      
Non-PEO NEO | Fair Value of Awards Granted during Applicable FY that Remain Unvested as of Applicable FY End [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 2,369,556      
Non-PEO NEO | Fair Value of Awards Granted during Applicable FY that Vested during Applicable FY [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 0      
Non-PEO NEO | Fair Value of Awards Granted during Prior FY that were Outstanding and Unvested as of Applicable FY End [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount (975,524)      
Non-PEO NEO | Fair Value of Awards Granted during Prior FY that Vested during Applicable FY [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount (284,773)      
Non-PEO NEO | Fair Value of Awards Granted during Prior FY that were forfeited during Applicable FY [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 0      
Non-PEO NEO | Dividends or Other Earnings Paid during Applicable FY [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 0      
Non-PEO NEO | Incremental Fair Value of Options/SARs Modified [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 0      
Non-PEO NEO | Change in Pension Actuarial Present Values [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 0      
Non-PEO NEO | Pension Service Cost / Prior Service Cost [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount $ 0