Short answer
E.W. SCRIPPS Co (SSP) filed an 8-K current report with the SEC on February 26, 2026 reporting Item 2.02 (Results of Operations and Financial Condition), Item 5.02 (Departure/Election of Directors or Officers), Item 8.01 (Other Events), Item 99.1 (). Q4 2025 and full-year 2025 earnings results released February 25, 2026.
E.W. SCRIPPS Co 8-K event analysis
AI summary of each reported item and its exhibits
Item 2.02 · Results of Operations and Financial Condition
- Q4 2025 and full-year 2025 earnings results released February 25, 2026
- Full financial details in Exhibit 99.1 press release: key figures not disclosed in this filing item
Item 5.02 · Departure/Election of Directors or Officers
- CEO Symson locked in through Dec 31, 2029 at base salary ≥$1.4M, target annual bonus ≥175% of base (~$2.45M), and LTI ≥$4.7M for 2026
- $10M one-time performance cash award tied to enterprise EBITDA growth of $125M–$181.25M over 2026–2029; payout capped at 100% unless SSP stock hits $10/share 30-day average
- Maximum Cash Award payout is 150% ($15M) if EBITDA growth ≥$181.25M AND stock clears $10 threshold: signals board confidence in turnaround targets
- Change-in-control triggers automatic term extension plus guaranteed ≥100% Cash Award payout, with stock price hurdles from $10–$15/share setting the CIC premium framework
- Pre-CIC severance = 2x (base + target bonus) lump sum; post-CIC termination adds pension-equivalent top-up: significant retention cost if strategic alternatives pursued
Item 8.01 · Other Events
- Exercised call options on all 23 INYO TV stations acquired as part of 2021 ION Media deal restructuring for FCC compliance
- Estimated aggregate purchase price ~$54M, though final price formula-dependent on closing date
- Right to withdraw any individual Option before closing with no penalty beyond expense reimbursement: preserves flexibility
- Each station closes separately, subject to FCC consent and potential ownership rule waivers, creating deal execution risk
- Stations span 21 major markets including Phoenix, Detroit, Denver, Indianapolis, and Cleveland: meaningful network footprint expansion if fully closed
Item 99.1 ·
- Earnings-related 8-K filed Feb 26, 2026; press release dated Feb 25, 2026 contains the actual financial results (Exhibit 99.2)
- Signed by SVP/Controller as Principal Accounting Officer: no CFO signature, consistent with prior leadership changes at Scripps
- Full Q4/FY2025 figures available only in the referenced press release exhibit, not in this filing text
Generated from the filing text and exhibits; verify against the original. What 8-K item codes mean
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