TEGNA INC 8K

TEGNA Inc. reported lower 2025 revenues and earnings driven by reduced political advertising while outlining cost reductions, liquidity and leverage metrics, and confirming progress toward its $6.2 billion cash acquisition by Nexstar Media Group expected to close by the second half of 2026.

On March 2, 2026, TEGNA Inc. filed a Form 8-K to furnish its earnings release reporting fourth quarter and full-year 2025 financial results and to update investors on its pending sale to Nexstar Media Group, highlighting a 19% year-over-year decline in Q4 revenue and a 13% decline for the full year primarily due to lower political advertising, partially offset by growth in Advertising and Marketing Services, as well as cost-cutting that reduced operating expenses and interest expense. The company reported Q4 2025 GAAP net income attributable to TEGNA of $56 million ($0.34 diluted EPS) and full-year 2025 GAAP net income of $220 million ($1.34 diluted EPS), with Adjusted EBITDA down 48% in Q4 and 38% for the year and net leverage at 2.8x. TEGNA also provided an overview of the previously announced definitive agreement, under which Nexstar will acquire all outstanding shares of TEGNA for $22.00 per share in cash in a transaction valued at $6.2 billion that was approved by TEGNA stockholders on November 18, 2025 and is expected to close by the second half of 2026, subject to regulatory approvals and customary conditions. In light of the pending merger, TEGNA stated it will cease providing forward-looking guidance, suspend share repurchases (while continuing regular quarterly dividends as permitted by the merger agreement), and it detailed ongoing operational initiatives including growth in Connected TV streaming and enhancements to its mobile app platform.

Filing Facts

CIK

39899

Ticker

-

Form

8K

Source Type

sec

Accession

0001193125-26-084259

Alert Tier

8